The Marvelous Misadventures of Shining Armor and the CMC
by lrft4san
Summary: While visiting his sister Twilight at her home in Ponyville, Shining Armor is accidentally transformed into a little, blank flanked flanked little filly. To hide Twilight's mistake, he must now live as her little cousin. To make matters worse, the Cutie Mark Crusaders meet the new filly and decide she needs to join their group in their group in their adventures around town.
1. Everything Goes Wrong

_Dear Shining Armor,_

_How are you BBBFF? It feels like forever since the last time I saw you (I think it's been at least since my coronation ceremony). That's why I was wondering if you and Cadence would like to come and visit Ponyville, just for a week or so. Mom and dad stayed with me last summer, so I think it's about time that my big brother best friend forever and his wife did the same. I understand that you two are busy ruling the Crystal Empire, so I understand if you can't come, but it would really mean a lot to me if you two could to see where I've been living. Please let me know what your decision is as soon as possible so I know whether or not I should make up the guest room for you two. I look forward to hearing back from you._

_With love from your favorite little sister,_

_Twilight Sparkle_

Shining Armor reread the letter his little sister had sent to him weeks ago; he had been feeling bad that he and Cadence had yet to make it out to Ponyville, so when the letter came, he made plans with his wife, and quickly wrote back saying that they would both love to visit her and would be arriving in three weeks for a two-week-long vacation.

Unfortunately, a few of days before they were to leave, Cadence had fallen ill; each morning, Cadence had been suffering from stomach pains and waves of nausea that made it almost impossible for her to move. Shining Armor had offered many times to stay and care for his wife, but Cadence just smiled and told him that he needed to go and spend time with his little sister, and that all she needed was a little bed rest. To reassure her husband, she told him that if she was feeling better before he returned to the Crystal Empire, she would join him in Ponyville for the remainder of their planned stay.

The prince sighed as he stared at the empty seat beside him.

"Oh Cadence," he thought aloud, "I hate leaving you at home like this."

Shining Armor leaned his head against the window and absentmindedly watched the scenery pass by so quickly that it was hard to distinguish anything as the train sped down the tracks.

"Your attention please," came a voice over a loud speaker, "We will be arriving in Ponyville in fifteen minutes. Please make sure that any carry on items are out of the overhead compartments. The attendants will unload all other luggage once we come to a stop at Ponyville station. Thank you for choosing the Equestrian Express; we hope you enjoyed your travels."

When the announcement ended, Shining Armor rose from his seat and stretched his legs; he hadn't moved much since the train had departed from the Crystal Empire, so his muscles had tightened up and were very sore. After pacing around the empty train car for a few minutes, he used his magic to levitate his saddlebag from the overhead compartment and strapped it around his torso. As soon as he heard the sharp sound of a whistle coming from the front of the train, Shining Armor sat back down in his seat, awaiting the moment when the train would slow to a halt.

…

The sun was bright and the air was warm as Shining Armor stepped onto the platform of Ponyville station. It wasn't as large or as crowded as the station back home, in fact, he was one of five ponies who was getting off at this stop, but he enjoyed not being swamped by ponies bustling about from one place to another.

"Shining Armor!" called a voice from further down the platform. The unicorn prince turned to see a small purple alicorn trotting his way, her wings outstretched and glimmering in the afternoon sunlight. "It's so good to see you again BBBFF."

Shining Armor smiled and wrapped his forelegs around the purple pony.

"Twily," he said, "how've you been sis?"

"Good; busy, but good."

"Glad to hear you're doing well, sis. What's kept you so bus-"

"Prince Shining Armor," Called a trembling voice from behind, "Is his majesty here?"

Shining Armor turned to see a slender, trembling Earth pony stallion dressed in a blue uniform and hat, standing beside two white suitcases which bore the unicorn prince's cutie mark.

"Oh, sorry, I'll be right back; just gotta get my luggage." Shining Armor walked over to the luggage attendant (who bowed deeply in the presence of royalty), and levitated his bags onto a cart.

"OK Twily, I think I'm all set here," he said as he returned with the cart to his waiting sister, "I can't wait to see your home."

"Alrighty then," Twilight said with a cheery smile. "Follow me BBBFF."

…

It wasn't a very long walk between the train station and Golden Oaks Library, the building that Twilight Sparkle had called home for the past three years. Shining Armor enjoyed seeing all the ponies going about their business as they passed by, either on their way to or from work, or, in the case of a group of three young fillies, running around excitedly, having just been let out of school.

When the two siblings reached the library, Shining Armor unloaded the cart, levitated his bags through the door, and placed them on the floor against the wall so they were out of the way; he would take care of them later, when Twilight showed him where he would be sleeping.

"Would you like a cup of tea?" Twilight asked as she trotted into a small kitchenette located in an adjacent room, "I put on a pot before I left so it would be ready for when we got back."

"I'd love some," Shining Armor said as he took a seat at the room's large central table. "The train didn't have a dinner service, so I haven't had anything to eat or drink since I left the Crystal Empire."

Twilight reappeared moments later with the teapot and two teacups floating behind, enveloped in a magical aura.

"So what have you been so busy with Twily?" Shining Armor asked as his sister served the tea. "Have you been doing work for Princess Celestia?"

"Actually," Twilight said as she poured her own tea, "I've just been researching the spells that were in the book she gave me; the one that had the spell that transformed me into an alicorn. Did you know that Starswirl the Bearded created over a thousand spells before he died?"

"Come on Twily, you know I was never the reader as you were." He gave a light laugh, remembering all the times in school when he had chosen to play outside with his friends instead of reading from his unicorn history text book. "But yeah, that's really interesting."

"That's not even the best part," the purple pony continued happily, "This book contains some of the most advanced magic that he ever created, and most of it is incomplete."

"Let me guess, you're trying to complete them."

"Well, yes. Actually, I've succeeded in finishing a few of the more simple spells. Would you like to see them?"

"Sure,"

From a very young age, Twilight had been a bit of a magical prodigy. During her first few years of attending Celestia's School for Gifted Unicorns, she would come home and show off the new spells that she had learned, sending paper airplanes flying through the air, or, on one occasion, lifting the coach a few inches off the floor while the whole family had been sitting on it. Shining Armor had to admit that he had been a bit jealous of his little sister's natural talent, but even more than that, he was very proud of her.

"Let me see," Twilight said as she levitated an old, black leather bound book over to the table and began flipping through the pages. "Ahh, how about a duplication spell."

"Sounds good, Twily,"

"OK," she said, focusing on her brother's teacup, "here goes nothing."

The alicorn's horn began to glow with a purple aura, and, with a bright flash, where there had been a single teacup in front of Shining Armor, sat two teacups, identical down to the very last detail, including the steam that rose from the piping hot tea.

"That's amazing Twi," Shining Armor said as he clapped his hooves together.

"Thanks. It isn't much though; it really only works about half the time, so I haven't dared to try it on anything larger than a book or a lamp."

"Still, I'm amazed you've learned to do something like that so quickly. That's really cool Twily."

Twilight blushed at her brother's praise.

"Would you like to see another one?"

"Yeah, what else have you got?"

Twilight began flipping through the pages again

"Hmmm, time spell, too complicated, invisibility spell, again, too complicated…Ah hah! What about an age spell?"

"Age spell?" said Shining Armor, feeling a bit uneasy. "What, are you gonna turn me into a colt or something?"

"More or less."

"I don't know Twily, age spells are supposed to be really advanced magic, and you said yourself that that last spell only worked half the time; I don't want to you to mess up and accidentally turn me into a chair or something."

"Oh come on, Shining Armor look who you're talking to; when I became an alicorn, my magical abilities were greatly enhanced, so I'm quite capable at handling spells like this."

"Yeah, but-"

"Oh please big brother, it's a really straightforward spell, so nothing should go wrong. It'll be safe, I promise." Twilight gave her big brother a reassuring smile.

Shining Armor still felt a bit hesitant, but, knowing how persistent Twilight could be, he finally gave into his sister's request.

"Fine," he sighed, "I suppose I'm in safe hooves if it's you casting the spell."

Twilight beamed at her brother.

"Alright, just hold still and focus on what you looked like as a colt. Now close your eyes and hold that image in your mind. Ready?"

"Ready as I'll ever be I guess."

"OK, here I go."

Shining Armor felt his body tingle as magic coursed through it. Then, as quickly as the tingling started, it was gone. The stallion opened his eyes; everything seemed a lot…bigger. He careened his head to look over the tabletop, then he looked down at his hooves and forelegs, which no longer held any trace of their previous strength.

"Wow Twily, that's…" He heard himself speak, but the voice wasn't his own; it was a high-pitched, prepubescent colt's voice. "Amazing."

Shining Armor began running around the room, enjoying feel of his smaller body.

"You really are the greatest when it comes to magic little sis."

"I think you mean big sis." Twilight said with a chuckle. "Here, check yourself out." Twilight summoned a mirror from across the room and brought it to a rest in front of her brother who stared wide-eyed at his reflection.

Shining Armor's jaw dropped as he stared at the blue maned colt that was reflected back at him. He turned around slowly, checking out his new body from every angle. Gone were the muscles he had gained from his years of training in the royal guard, instead replaced by short, stocky legs of a growing foal. What Shining Armor found most surprising was that his flank no longer bore his shield cutie mark; he was once again a blank flank.

"This is so cool," Shining Armor said as he beamed at his sister.

Twilight couldn't help but chuckle; it was funny seeing her brother like this. The alicorn had been only a baby the last time Shining Armor had looked this way, so it was a bit of a novelty for her to see him running around like a little school foal. Unfortunately it couldn't last forever.

"OK, OK," Twilight said, trying to get her brother to calm down, "I'm glad you're enjoying yourself, but I think it's time to get you back to the way you were. Now hold still so I can change you back."

Colt Shining Armor sat on the floor and closed his eyes ready to be turned back into a stallion. Suddenly he felt the tingling sensation course through his body as he was once again absorbed by a blinding light. However, unlike with his first transformation, this one was followed by a second, then a third, then a fourth flash of light.

"Uh-oh," said Twilight. There was a nervous quiver in her voice. "Shining Armor, promise you won't be mad."

"Why would I…" he paused; he was speaking in the same foal like voice. He opened his eyes again and saw that he was still sitting on the floor with his sister towering over him. "Twi, am I still a colt?"

"Yup."

"OK, and why am I still a colt?"

"I don't know, I don't know," she said as she ran over to the table and began furiously scanning the book for a solution. "For some reason the reversal spell doesn't seem to be working."

Shining Armor felt waves of panic course through his little colt body.

"Oh no," he said, "Twi, this isn't good; I can't let anyone see me like this. I'm a prince, one of the rulers of an empire. It could lead to political unrest if a member of the royal family was unable to perform his royal duties because he was suddenly turned into a foal."

"I know, I know, just give me a second, I'm trying to think of something."

Suddenly a light went on in Twilight's head. "I've got it, why don't I use a transfiguration spell."

"Transfiguration!? That sounds like a bigger risk than the age spell!" Shining Armor shook his head. "Thanks Twi, but I think I'll just wait until the affects of the spell wear off."

"Well, yes, that would be a good idea if the spell wasn't…permanent."

"Permanent!? What do you mean permanent!?"

"Well…the spell is designed to last until somepony casts a reversal spell. But the reversal spell doesn't work, so that means-"

"It means I'm stuck like this. Great! Just great; I knew this was a bad idea." He thought for a moment. "Maybe Celestia can-"

"No!" Twilight exclaimed in a panic. "We cannot tell her; do you know what Princess Celestia will do if she finds out I botched a spell like this?"

"No."

"Neither do I, but I know it can't be good. Oh I bet she'll revoke my wings or something." Twilight closed her eyes and took a deep, calming breath. "Please, Shining Armor just let me try the transfiguration spell."

The stallion sighed.

"There's really no other way?"

Twilight shook her head.

"None that I can think of."

"Then I guess I don't really have much of a choice then, do I?"

Shining Armor sat on the floor and looked up at his sister.

"Is there anything you need me to do?"

"Yes: in order for this spell to work, we both need to concentrate on the shape that you're supposed to take. Spike's over at Carousel Boutique helping Rarity with something, so we shouldn't have any distractions. Are you ready?"

Shining Armor nodded gloomily.

"I guess." He said as he closed his eyes and started concentrating on his usual full-grown body.

Twilight stepped back and took another calming breath. Then she closed her eyes and began casting the spell.

CRASH!

Twilight's concentration was broken momentarily as she quickly looked out her window instinctively to see the cause of the noise; Scootaloo, who had been pulling her two friends in a cart attached the back of her scooter had crashed into Roseluck's flower stall, sending bouquets flying all over the place. Twilight closed her eyes again, trying to push the image of the little fillies to the back of her mind before she continued with the spell, but it was too late; her horn began to glow, filling the room with a spectacular, blinding light. The spell had been cast.


	2. A New Filly In Town

The spell sent Shining Armor wheeling backwards, knocking him hard against the wall on the other side of the room; all the while jolts of magic ravaged his body, causing Shining Armor to spasm violently. When the shaking finally subsided, Shining Armor attempted to stand, but his body was still numb from the surge of magic and he toppled over onto his stomach.

"Shining Armor," Twilight called from somewhere across the room, "are you alri…oh sweet Celestia, what have I done?"

Shining Armor's eyes shot open and sought out Twilight; she had a terrified look on her face that worried the trembling stallion.

"Twi?" he said, his voice straining as he struggled to pull himself to his hooves. "Twi, what is it? What's…" Shining Armor's hoof shot up to his mouth as if to hold his words back. The voice that came out still wasn't his own, yet it was different than it had been moments ago; while his colt voice had sounded high pitched and childish, it still had a masculine tone to it. This new voice sounded almost girly. _No_, thought Shining Armor, _that's ridiculous, I must have bumped my head when the spell hit me_. But just to be sure, Shining Armor ran over to check himself out in the mirror that Twilight had conjured.

The pony in the mirror was very similar to the colt from before, but this one was smaller, with a sleeker build, his eyes were wider with longer, more prominent lashes, and the mane and tail were longer and lighter shades of blue than they had been when he was a stallion.

Shining Armor turned to face his sister, but she wouldn't look him in the eyes. _She didn't_, he thought as an awful realization came to mind. He looked back at the mirror horror struck, not wanting to believe what he saw. Then again, it could have all been just a trick of the mind caused by the shock of the magic that had angrily coursed through him, but there was really only one way of knowing the truth. Shining Armor nervously reached a hoof down between his hind legs, gingerly searching for something that should have been there, something that every colt and stallion would have. Then, he collapsed on the floor, tears welling up in his eyes; it _was_ true.

"A f-filly," he said through chocked sobs, "you changed me into a filly!?"

"I'm so so sorry big brother, I was distracted," Twilight hastily tried to explain. "Just as I was starting the spell, I saw my friends' little sisters outside. I tried to stop, I really did, but it was too late. I guess the combination of you concentrating on what you're supposed to look like, and me picturing those three fillies must have been what caused you to change into a female version of yourself."

Twilight watched Shining Armor wipe away his tears and trot irritably around the room.

"I can change you back, Shining Armor, I just need to cast a spell that should remove any spell you're under."

Shining Armor stopped his pacing and glared at his sister.

"Why didn't you cast that spell instead."

Twilight gave her brother an apologetic look.

"Actually, I hadn't even thought about it until now. But it doesn't really matter because-"

"No, please, you don't have to explain, just cast the spell already."

Twilight shook her head.

"You don't understand Shining Armor, the spell I have in mind is very old, and written in Ancient Equestrian; it's going to take me time just to translate it."

"How much time?"

Twilight hesitated, too afraid to answer.

"Twi, how long do I have to stay like this?"

"About a week." She gave her brother a weak, unconvincing smile.

Shining Armor started storming around the room again.

"Great!" he shouted in his little filly voice. "Just great; I had hoped to come here for a nice relaxing vacation and what happens? I get turned into a little filly. And now you're tell me that I'm supposed to stay like this for a whole week!?"

The purple Alicorn sat beside her brother and put a foreleg around him in an attempt to calm him down.

"Hey now, it's alright Shining Armor; sure, your body may have changed, but you're still my big brother." She gave her brother a more reassuring smile. "And, you can still have fun while you're here; I might be busy, but that shouldn't stop you from going out and enjoying yourself."

"Yeah right, like I would ever want anypony to see me like-"

Shining Armor stopped when he heard the sound of hooves urgently knocking on the library door.

"Oh no, hide me." The faux filly dove behind Twilight. "I can't let anypony see me like this."

Twilight rolled her eyes and smiled at her brother.

"Relax big brother, no one would be able to recognize you looking like that."

But that didn't stop Shining Armor from diving under the table just as the door burst open and three young fillies bolted into the library.

"Quick Scootaloo, go check the window" said the earth pony with the red bow in her hair.

The second filly, a little orange pegasus, nodded and rushed over to a chair under a window, jumped up on it and pressed her face against the glass, frantically searching outside for something.

"Well," the third, a purple and pink maned unicorn chimed in, "Is she out there?"

"I don't see her." Scootaloo said, returning to her friends. "Whew, that was close, wasn't it girls?"

"Close? Close!? We wouldn't have needed to run if you'd been watchin' where you were drivin' yer scooter." The earth pony chided.

"Come on Apple Bloom, that wasn't my fault." The little pegasus glared at her friend. "Roseluck should have been watching where she was going with her cart. Right Sweetie Belle?"

Both fillies stared expectantly at the little unicorn who shook her head furiously.

"Oh no, don't you two go dragging me into this."

While the two fillies fought, Shining Armor watched from the safety of his hiding place under the table. As soon as he had seen the trio, he instantly knew who they were: the Cutie Mark Crusaders. Although he had only ever met them once, over a year ago during his wedding, Apple Bloom, Sweetie Belle, and Scootaloo had been a topic of interest in a few of the letters that Twilight had sent him since she had moved to Ponyville.

At one point, Shining Armor thought Apple Bloom had seen him, but she must have just missed him because she never ceased bickering with her friend. Still, it had scared the faux filly into readjusting his hiding place under the table.

On the other side of the room, Apple Bloom and Scootaloo continued to argue until a voice from behind them made all three fillies jump.

"Can I help you?" Twilight asked as she approached the three ponies.

"Oh, hey Twilight," said Apple Bloom cheerfully, seeming to forget her feud with Scootaloo. "Sorry for bargin' in on you like this, we were just lookin' for a place to hide from Roseluck; she's mighty sore with us for crashin' into her flower cart. The library was the closest buildin' to us, so we decided to hunker down here 'til she decided to give up the chase."

Twilight frowned at the three fillies.

"Did you at least apologize to Roseluck before you ran from her?"

All three fillies shifted around in a nervous silence.

"Well, you see, we would have but…no, we didn't'" Sweetie Belle finally admitted. "She was scowling and yelling at us. We were scared, so we ran away."

"We thought if we gave her some time, she might forget and not be mad at us anymore," added Scootaloo.

"Girls, you know that isn't the responsible thing to do." Twilight said in a lecturing voice.

"Yeah, we know," the Crusaders said with a unified sigh.

"Come on girls," said Apple Bloom in a gloomy voice as she started for the door, "let's go and tell Roseluck that we're sorry." The other two nodded and they followed their friend.

_That's it_, thought Shining Armor, _just a few more steps and I'm in the clear_. But just as Apple Bloom was about to open the door, a small bit of dust, which had been disturbed from all of Shining Armor's shifting, found it's way up his nose, forcing the poor faux filly to sneeze.

"What was that?" Apple Bloom asked, as she turned around to face the direction where she thought she heard the sound come from?"

"What was what?" Twilight said nervously; she felt beads of sweat begin to trickle down her face.

"That sneezin' sound; is there somepony else in here?"

"Nuh-uh, nope, nopony else here. That was just me," Twilight gave a fake sneeze in order to cover up for her brother. "Oh, excuse me; I must have allergies or something. Anyway, you three best be-"

"Hang on," Sweetie Belle said, inching towards the table, her eyes landing on the small, lumpy shadow that was Shining Armor's rump sticking out from behind one of the large table legs, "who's under there?"

There was no fighting it; Shining Armor had been found out. Slowly, he got to his hooves and walked out from under the table.

"Oh there you are!" Twilight said as she rushed over to her brother. "I've been looking everywhere for you."

"Hello," said Sweetie Belle as she trotted over to meet Shining Armor. "Who are you?"

Shining Armor's eyes shifted nervously.

"My name's Shi-"

"SHIELD!" Twilight said a little too excitedly. "Her name is, uh, Gleaming Shield. She's my, uh, little cousin visiting from Canterlot; she's going to be staying with me for a little while."

"Well howdy Gleamin' Shield," Apple Bloom said as she took Shining Armor's hoof in both of her's and rapidly shook it, "Pleased to meet'cha. My name's Apple Bloom, and this here's Sweetie Belle and Scootaloo. And we're-"

"The Cutie Mark Crusaders!" All three fillies shouted in unison and gave each other a three-way high hoof.

"Our mission," Scootaloo continued, "is to do anything and everything until we find our special talents and earn our cutie marks."

Shining Armor just stood there, staring at the three fillies who were giving him their most welcoming smiles.

Suddenly Sweetie Belle let loose a loud, excited gasp.

"Hey," she said, walking around to Shining Armor's rump. "You don't have your cutie mark either."

The faux filly whipped his head around and stared at his flank; sure enough it had remained as blank as it had when Twilight first changed him into a colt.

"Hey yeah," said Apple Bloom. "Since you're a blank flank too, why don't you join our organization."

"I, uh, I d-don't-"

"Yeah, come on Gleaming Shield," Scootaloo said, wrapping a foreleg around Shining Armor's and pulling him towards the door. "It'll be fun; while you're here, we'll go on some awesome adventures. And since you're new in town, we can even give you the grand tour; we've been all over Ponyville looking for opportunities to find our special talents, so nopony knows this town better than we do."

"B-but I…" Shining Armor turned to his sister and gave her a pleading look, but she just smiled back.

"Don't be shy Gleaming Sheild," she said, "you should go with them. I'm going to be here for a while working on that special project we were talking about, and I know you'll just be bored being stuck sitting around inside all week."

Shining Armor suddenly felt two more sets of hooves holding onto him, moving him towards the door.

"Come on girls," said Apple Bloom leading the way, "let's do our very best to show Twilight's cousin all the amazin' things there is to do in Ponyville; maybe we'll even get our cutie marks as tour guides."

"Cutie Mark Crusaders Tour Guides, Yay!" the three chirped.

"Have fun you four," Twilight said as the fillies made their way out of the library with her brother. "Just make sure that Gleaming Shield is home in time for dinner."

"We will," the Cutie Mark Crusaders called back in unison.

When the fillies were gone, Twilight breathed a sigh of relief as she trotted back to her worktable where she sat and began levitating various books off of her bookshelves and leafed through them, placing the appropriate ones on the table and the others in a neat stack beside her.

_I'm sorry Shining Armor_, she thought,_ I'm so so sorry. I didn't mean to send you off like that, but I need absolute concentration in order to prepare this spell properly; I just wouldn't be able to finish my work with you moping around all week._ She looked out the window and saw the Cutie Mark Crusaders racing by, and Shining Armor, who had finally given into his fate, walking slowly behind the happy trio. _Don't worry B.B.B.F.F., I promise that I'll change you back as soon as possible, just please, hang in there, just for a little while._


	3. And Shining Armor Makes Four

"Now where should we go first," Apple Bloom said as she led Shining Armor and the other Crusaders through Ponyville. There were so many different buildings and sights to see, it was impossible for the filly to choose a place start.

"Let's see," said Sweetie Belle, "We could show her Ponyville Tower; that's supposed to be a big tourist attraction."

Scootaloo shook her head.

"The clock tower? You're joking, right?" she said. "There's nothing cool about the clock tower. If we really want to show Gleaming Shield something awesome, we should take her to watch R-"

"We're not goin' to watch Rainbow Dash again," said Apple Bloom with a roll of the eyes, "that's what you chose for us to do yesterday."

"Come on you two, don't start fighting again," Sweetie Belle interjected, "we're supposed to be showing Gleaming Shield a good time." She thought for a moment, "maybe we should ask her what she wants to do."

"Good idea Sweetie Belle." Apple Bloom said. "Hey Gleamin' Shield, wha…" but their new friend wasn't there. The three fillies searched the area, finally finding Shining Armor trudging along a short distance behind them.

"Hey Gleamin' Shield, is somethin' wrong?" Apple Bloom asked as she ran up to the faux filly and saw the disdainful look on his face. "Gleamin' Shield?"

Shining Armor snapped out of his thoughts as the three fillies approached him.

"Huh, oh, uh, sorry, I just, um, had something on my mind."

"Oh, Ah'm sorry," Apple Bloom said, "Anything you wanna talk about?"

Shining Armor shook his head.

"No, it's nothing." The faux filly closed his eyes, and took a deep breath trying to push the horrible transformation experience he had just undergone to the back of his mind. "I'm sorry, what were you three just talking about?"

"Well, we couldn't decide on what we wanted to show you first, so we just wanted to know if there was anythin' you would be interested in seein'."

Shining Armor thought for a moment. Though he had never been to Ponyville before, and he hadn't the slightest idea what the town had to offer, he was more than happy to take that lead from the three fillies; it came from years of being the captain of Princess Celestia's royal guard. However, before he was able to open his mouth, a low rumbling sound answered for him.

"Well I guess I know what we're gonna do first," Apple Bloom said with a light laugh. "It sounds like you're a might hungry."

It was true, Shining Armor was starving. The only thing that he had had to eat all day was the quick breakfast of toast and oatmeal that he had made before he boarded the train for Ponyville. He had meant to grab bite to eat with Twilight, but being turned into a filly and being forced to tour the city with a strange trio of little ponies got in the way of being able to satisfy his appetite.

"Yeah, I could go for some food," he said, blushing as his stomach growled again, much louder than the first. "Where's the best place to get food around here?"

The Crusaders didn't even have to think about it.

"Sugarcube Corner," they sang in unison. The three fillies grabbed hold of Shining Armor and started leading him down the street until they came to a stop in front of a shop that resembled a rather large, ornate gingerbread house.

The four little ponies made their way into the shop and chose a table in a corner near a window. With each breath he took, Shining Armor's nose was filled with the increasingly strong scent of various baked goods. It wasn't as off-putting as he had first thought it would be; rather, each distinct smell was so delicious, Shining Armor felt trickles of saliva escaping from between his lips. He quickly wiped the drool away with a hoof as a plump blue mare with a bubblegum mane walked up to them.

"Hello there dearies," she said with a wide smile. She looked over each of the familiar fillies, until her eyes landed on Shining Armor. "Oh, you're a new face. And who might you be?"

"This is Gleaming Shield," said Sweetie Belle. "She's Twilight's cousin visiting from Canterlot."

"She's a blank flank just like us," Scootaloo added, "so we thought she would like to hang out with us and join in our Crusade to earn our cutie marks."

"Oh how lovely," the mare said with another big smile. "Well, welcome to Sugarcube Corner dear. My name is Cup Cake, and that scrawny stallion behind the counter is my husband Carrot Cake."

Shining Armor looked over at the front counter where a skinny orange stallion with a messy mane and red bowtie was counting out change and passing it to a customer along with what Shining Armor assumed was a cake in a bright pink box.

"Now what can I get for you today dearies?" Mrs. Cake asked, looking from one filly to the next.

"I'll take a triple cocoa deluxe," said Scootaloo, with an excited grin.

"And I'll have a piece of the Apple Spice Cake," said Apple Bloom. She quickly turned to Shining Armor and whispered, "their Apple Spice Cake's pretty good, but it don't hold a hoof to my big sis'."

Shining Armor and Apple Bloom both giggled.

"And what about you Sweetie Belle?" Mrs. Cake asked the other unicorn.

"I want a strawberry short cake with extra cream and extra strawberries please," said the little filly in her sweet sing-songy voice.

"OK, and what would you like Gleaming Shield?" Mrs. Cake asked as she finally reached the faux filly.

Shining Armor froze; how was he supposed to know what he wanted? Unlike the other three, he had never been to Sugarcube Corner before and had no idea what the small bakery had to offer.

"I'm afraid I wouldn't know," he finally said, "what would you recommend?"

"Hmmm," the mare took a moment to think over their menu, "We do have a triple berry cheese cake that is to die for."

Shining Armor thought it over; that actually sounded delicious. Finally this day was starting to look up.

"That would be awesome," he said, giving the mare a polite smile.

"Alright, Pinkie Pie will be out with your orders in just a few moments."

Shining Armor felt his heart stop._ No_, he thought, _not Pinkie Pie_; she was one of his sister's best friends. While the Cutie Mark Crusaders would have never been able to recognize him for who he really was, Pinkie Pie tended to have a keen sense about things, almost like she knew something that nopony else did. But then again, the transformation had been so perfect, he was sure that even his own parents wouldn't have recognized him.

"Hey Gleaming Shield," Sweetie Belle said, "you've been really quiet since we met you; why don't you tell us a little about yourself." All three fillies leaned in expectantly.

Shining Armor just stared back at them. He wasn't expecting this; he had hoped that he might be able to get through the day without having to talk, but of course that was too much to ask for.

"Like Twilight said, I'm her little cousin and I come from Canterlot."

The three fillies didn't look satisfied with his answer.

"And?" Scootaloo said, attempting to prompt their new friend to say more.

"Well, uh…" Shining Armor looked out the window, trying to think up something to say. That was when he saw a cream colored mare pulling a cart full of bouquets that seemed to have been haphazardly crammed inside.

"Hey, uh, is that the mare you ran into earlier?" Shining Armor said, trying to turn their attention away from himself.

The three fillies followed the faux filly's gaze.

"Yeah," said Apple Bloom, "that's Roseluck."

"Looks like she was able to pick up all her flowers by herself," Scootaloo added.

"Guess we won't have to go apologize to her," Sweetie Belle said with a sigh of relief.

Shining Armor frowned at the Crusaders.

"Hey, that's not right," he chided. "You crashed into her; don't you feel bad about that?"

All three Crusaders looked down, guilty looks on their faces.

"We do," Sweetie Belle said, while both of her friends nodded their agreement.

"Then you should go say you're sorry."

"Yeah, you're right," said Apple Bloom. The three little fillies got down from their seats and walked towards the door.

Just as the Crusaders exited Sugarcube Corner, a pink pony bounced towards the table, a large tray of cakes balanced perfectly on the top of her head. When she reached the table, she bowed her head, allowing the tray to slide off onto the table in front of Shining Armor.

"Here we go," Pinkie Pie said in the most cheerful voice Shining Armor had ever heard. "Scootaloo's triple cocoa deluxe, Applebloom's Apple Spice Cake, and Sweetie Belle's Strawberry Shortcake with extra cream, extra strawberry goodness. That means this one must be…" Pinkie Pie stared quizzically at the faux filly.

"Have we met before? You seem awfully familiar."

Shining Armor felt little beads of sweat dripping down the back of his neck as he gave her the most innocent little filly smile he could muster.

"I d-don't think so," he stuttered nervously, "you l-look like the type of p-pony one would remember."

"I am," Pinkie said rather absent mindedly as she continued examining the little pony sitting in front of her. "I also remember everypony I meet. What did you say your name was again?"

"Gleaming Shield," he said, though he didn't remember her ever asking his name in the first place.

The pink pony thought for a moment, searching deep in her memory for the name.

"Gleaming Shield, Gleaming Shield…nope I don't know any Gleaming Shield. Huh, and I was pretty sure that I'd seen you someplace before; I guess my memory must be-"

"Pinkie," Mrs. Cake called from the kitchen, "I need you back in here to help me with these cupcakes."

"Okie dokie lokie, Mrs. Cake" Pinkie sang back to her employer. "I'm sorry, usually I'd throw you party right away to welcome you to Ponyville, and help us become best friends, but I have to get back to work; we're so busy busy busy that it's making me dizzy dizzy dizzy." She did a little twirl, smiled once more at Shining Armor, then trotted away singing a happy little song.

As soon as the coast was clear, Shining Armor clenched his chest with a hoof, trying to keep his rapidly beating, filly sized heart from bursting through his rib cage; that had been way too close. He wasn't sure if his innocent filly act had been overly convincing, but he guessed it had been good enough to trick Pinkie Pie. The faux filly smiled at his slightly increasing luck. _If I can keep this up_, he thought, _nopony will ever realize that I'm actually a prince; I might just make it through this._

Shining Armor sighed happily and turned his attention to the triple berry cheesecake that had been placed in front of him; the more he looked at it, the louder the growling that came from his stomach. He looked out the window and saw the Crusaders in the distance being scolded by the cream colored mare. Normally he would have remembered his manners and waited for his hosts to return to the table, but he was so hungry that he would have keeled over if he didn't eat something now.

Out of instinct, Shining Armor searched the table for something to eat the cake with; back home he would have been given a fork to eat his meals, but not here. It was common for small town eateries to not include utensils with meals unless somepony (usually a unicorn, who could eat by levitating the forks and spoons with their magic) requested some. This was because most ponies didn't use them. During his time in the royal guard Shining Armor had frequented many places like this one, so it was something he was used to.

Slowly, he brought his head down to his plate and took a small bite of his cake. Shining Armor's eyes went wide as the combined flavors of blueberries, strawberries, and raspberries, along with the sweet taste of the cake tickled his taste buds; it was the most delicious cheesecake he had ever eaten. The chefs in the crystal empire were very skilled, but none of them could touch a hoof to what these small town bakers had created. As Shining Armor helped himself to more of the delectable cheesecake, he couldn't help but think that when he finally got his body back, he would have to return and ask for the recipe, or at the very least, a cake that he could take home and share with Cadence.

When he was finished with his cheese cake, Shining Armor leaned against the wall, feeling very full; usually a piece of cake like that would never have been enough to satisfy the stallion, whose appetite was unusually large due to the physical training regimen that he had kept up since his academy days. Now that he was in the body of a little filly, however, he found that he was so full, he thought he might not be able to eat dinner when he got back to the library. Breathing a sigh of contentment, Shining Armor closed his eyes, allowing the cake to digest.

As he slowly opened his eyes again, he looked out the open window and saw a pair of fillies trotting by, followed closely by two unicorn colts, both with a bouquet of flowers levitating behind their backs.

"Come on Diamond Tiara," said the shorter of the two colts, "won't you at least consider being my very special somepony?"

The pink filly turned and advanced on the colt, rage burning in her eyes.

"Why can't you two take a hint; Silver Spoon and I are not interested in you two."

The grey filly walked up to Diamond Tiara and wrapped a foreleg around her friend.

"Come on Diamond Tiara, these two morons aren't worth our time," she said, trying to pull her friend back in the direction they had been walking.

The pink filly took a calming breath and started following Silver Spoon.

"You know," said the taller colt, "You two might be more happy if you weren't so grouchy."

That was it; in a flash, the tall yellow colt was lying on the ground with Diamond Tiara sitting on his chest, her pink little hooves wailing against his face.

"You two are the most annoying colts I have ever met," Diamond Tiara said with each blow of her hoof. "Get it through your thick skulls, I am not, nor will I ever be in love with either of you."

"Hey get off of him," shouted the short round colt. He tried to pull Diamond Tiara off his friend, but only succeeded in getting one of her elbows in his face, knocking him to the ground.

Shining Armor had seen enough. Before he knew what he was doing, the faux filly dove out of the open window and wrapped his forelegs around the abrasive filly. It took all the strength he could muster, but he was finally able to wrestle Diamond Tiara off of the poor, crying colt.

"What do you think you're doing, hitting a defenseless foal like that," he asked the fuming filly.

"None of your business," Diamond Tiara scowled, giving the faux filly her most wicked glare. "Why don't you run along back home to your mommy before you end up just like him."

But Shining Armor was unfazed by the filly's attempts at intimidation; he had faced far more fearsome foes during his years in the royal guard.

"No," Shining Armor shouted; as happy as he had been moments before, the whole transformation episode had put a lot of stress on the stallion, causing his emotions to run rampant. "I'm not going anywhere until you apologize to these poor colts."

Diamond Tiara sneered at the faux filly.

"And just what are you going to do about it, you little blank flank?"

Shining Armor closed his eyes and started concentrating. He didn't want to hurt the little fillies, just subdue them. It took a lot of effort, but he eventually felt the overly familiar sensation of magic start building up at the base of his horn. Though he wasn't the prodigy Twilight was, he was still more skilled in magic than most of the stallions who joined the royal guard; that was what gained him the captain's seat at such a young age.

When he opened his eyes though, he saw the two fillies rolling around in a fit of laughter. It took him a minute to figure out what had happened to make them do so until one of Diamond Tiara pointed at a hoof at his horn; instead of glowing in its usual bright magenta aura, beads of magic coursed lazily like a like a little stream from the base to the tip, dripping off and vanishing before they could land on the faux filly's face. Shining Armor blushed; this sort of thing used to happen to him all the time when he was a colt.

_No magic_, he thought, _great. Thanks again Twilight._

The two fillies, still laughing hysterically, picked themselves up and started walking away.

"Come on Silver Spoon," Diamond Tiara said as she fixed her little crown which had come askew while she was attacking the tall colt, "you were right, these foals aren't even worth our time." She stopped and turned, glaring at the two colts. "And I don't ever want to see you two following us ever again! Got that?" When the colts gave her a hasty nod, the fillies turned and trotted away.

Shining Armor turned his attention to the two colts who were still slowly picking themselves off of the ground.

"Are you alright," he asked as he extended a hoof to taller colt who was still struggling to get on his hooves.

"Yeah," he said in a rather slow, droning voice. "I'm fi…" he froze mid sentence, and his face turned a bright crimson as he stared at the faux filly who had helped him. "I, I, I…I have to go now." He got up on his hooves and started galloping away. "Come on Snips." He called back.

The short blue colt picked himself up and started chasing after his friend as fast as his stubby little legs could carry him.

"Wait for me Snails."

Shining Armor watched in confusion as the two colts ran away.

"What was that all about?" he thought out loud.

No sooner had the colts turned the corner onto another street than the Cutie Mark Crusaders came running up to meet their new friend.

"Woo wee, that sure was somthin' Gleamin' Sheild," Apple Bloom said as she gave the faux filly a congratulatory slap on the back.

"Something? That was one of the coolest things I'd ever seen," added Scootaloo, her little wings buzzing, suspending her for a few seconds as she jumped in excitement. "I've never seen anyone take on Diamond Tiara like that. Where did you learn those awesome moves?"

"Huh, oh, I was just doing what I was trained to do if I ever saw somepony in trouble." Shining Armor blushed slightly at their praise; those hadn't even been his best moves. Since becoming a prince, he hadn't had many opportunities to use what he had learned in basic training, so he had become a little rusty in his ability to apprehend wrong doers.

"Wait a minute," Sweetie Belle said, "You were trained to do that?"

Shining Armor gulped; he'd said a bit too much.

"Wow," said Scootaloo, her eyes filling with wonder, "so that must mean your father must be, like, a guardspony or something."

"Uh, yeah, he is." The faux filly breathed easy; they hadn't caught on.

"Hmmm," said Apple Bloom, deep in thought. "That gives me an idea." She waved a hoof to her friends. "Come on girls, let's get goin' to the club house."

"The club house?" Sweetie Belle asked. "But what about the tour? We only showed Gleaming Shield Sugarcube Corner; shouldn't we show her around town a little more before going to the club house?"

"There'll be plenty of time for a tour later. We've got somethin' more important to do right now." Apple Bloom wrapped a fore leg around Shining Armor. "We gotta get this filly initiated."

…

Shining Armor stared in awe as the four little ponies reached the Cutie Mark Crusader clubhouse.

_A tree house_, he thought, excitement coursing through his veins. He had always wanted a tree house as a colt; unfortunately he had grown up in the city, and there weren't many trees that were big enough to build one in. Of course, the modest structure was nothing compared to the crystal castle that he now called home, but there was something about getting to live a foalhood dream that put a spring in Shining Armors step as he trotted up the ramp behind the little fillies.

"Welcome to the Cutie Mark Crusader's club house," said Apple Bloom quite proudly. "I know it's probably not quite what you're used to, what with you bein' from Canterlot an' all, but-"

Shining Armor shook his head.

"This is awesome," Shining Armor said as he took in the room. "I always wanted a tree house when I was a foal."

Sweetie Belle giggled.

"Technically you're still kind of a foal, silly," she said, "I mean, you can't be older than us, since you still don't have your cutie mark yet."

Shining Armor blushed; he had almost given himself away again.

"Anyway," Apple Bloom continued, "the reason we've brought you here today is because we want you as a member of our group. Of course, you would just be an honorary member while you're staying here, but we hope that when you return to Canterlot you might start up a branch of the Cutie Mark Crusaders there."

All three Crusaders gave Shining Armor their widest smiles.

"So Gleaming Shield, what do you think?" Sweetie Belle asked.

Shining Armor didn't know what to think; while he knew that this transformation would only last a week, and that he wouldn't be traveling back to Canterlot any time soon, he got the distinct impression that these troublesome fillies would be very persistent until he agreed to join them.

"I, uh, suppose I could," he said, flashing what he felt was an unconvincing smile. The Crusaders cheered, apparently satisfied with his response.

"Sweetie Belle, if you'd please," Apple Bloom said.

The little white filly cleared her throat and unraveled a very long scroll.

"We the Cutie Mark Crusaders," she read, "elect Gleaming Shield to join us as a sister, friend, confidant…" Sweetie Belle stopped speaking and started quickly scanning the paper. "Scootaloo, I thought you said you rewrote this."

The little pegasus held a hoof to her face.

"If you don't like it Sweetie Belle, then why don't you just make something up," she said.

Sweetie Belle tossed the scroll aside, thankful that she wouldn't have to continue reading from it.

"Gleaming Shield, today you showed courage in the face of true evil, and stood up for those who could not protect themselves. It is because of those qualities that we are honored to welcome you into our organization as a fellow Cutie Mark Crusader." The other two fillies cheered as Sweetie Belle presented Shining Armor with a crudely crafted red cape bearing the Crusaders' crest of a blue shield adorned with a little gold pony.

"With this cape you are forever recognized as a member of the Cutie Mark Crusaders; we welcome you to join us on our quest to find our cutie marks."

Apple Bloom and Scootaloo each wrapped a foreleg around Shining Armor's neck.

"Three cheer's for the newest member of the Cutie Mark Crusaders: Gleamin' Shield," Apple Bloom shouted. "Hip hip-"

"Hooray!"

"Hip hip-"

"Hooray!"

"Hip hip-"

"Hooray!"

The three fillies laughed, even Shining Armor, who had been having one of the worst days of his life joined in; though he was still unhappy with his situation, at least he would have something to keep his mind occupied while he waited. _How bad could it be_, he thought.

"This brings us to our next order of business," Apple Bloom said. "Now that we have a new member, I think we should do somethin' special for our next adventure."

"Oh yeah," said Scootaloo, "you said you had an idea for what we should try next."

"That's right; seein' Gleamin' Shield in action today got me to thinkin': there must be other ponies out there that need rescuin'. That why thought we should go around town doin' what we can to protect the citizens of Ponyville."

_She can't be saying what I think she's saying_, Shining Armor thought, _that's a horrib-_

"That's a great idea Apple Bloom," said Scootaloo. "We'll be like the-"

"Cutie Mark Crusaders law enforcers!"

"Yay," the three fillies cheered with a three-way high hoof. Apple Bloom looked over to Shining Armor who was still standing uncertainly in place.

"Come on Gleamin' Shield," said Apple Bloom, "don't be shy, you're one of us now."

Shining Armor looked at each filly, then slowly raised a hoof into the air and clapped it against the others.

"Yay," he said halfheartedly, but in his mind, he couldn't help thinking: _What have I gotten myself into_.

…

Back at Golden Oaks Library, Twilight was busily pouring through her copy of _Ancient Equestrian: a Beginner's Guide to the Dead Language of Our Ancestors_, when she heard a knock on her door. She looked up from her book, feeling quite frustrated at having had her concentration broken, when another knock prompted her to jump up from the cushion she was sitting on and trot over to the door and wrench it open.

"Can I help yo – oh Pinkie Pie," she said as the happy pink pony bounced her way into the library. "Come in. Would you like a cup of tea?'

"Hey Twilight," Pinkie Pie said giving her friend a smile. "No thanks, I just came over because I wanted to ask you why your brother looks like a little filly and why he's calling himself 'Gleaming Shield'?"

The alicorn choked on her tea; had Pinkie just said what Twilight thought she said?

"What? I don't know what you're talking about."

"That's funny because I was working over at Sugarcube Corner earlier and I saw him there sitting with Apple Bloom, Sweetie Belle, and Scootaloo, and I thought 'hmmm, Shining Armor's a filly...what's up with that?' I figured that if anypony knew what had happened to him it would be-"

"OK, OK, Pinkie," Twilight sighed. "It's all my fault; I was trying to cast a spell and it went wrong, and now he's a filly. Now Pinkie, please, you cannot tell anypony that this happened; if word gets out that the prince of the Crystal Empire is unable to perform his royal duties, it could lead to political unrest. Not only that, but if Celestia finds out I botched a spell like this, she could take away my wings."

"That's terrible Twilight," Pinkie said, wearing her most concerned face. "Don't you worry your pretty little feathers; I won't say a thing about this to anypony."

"Promise?"

"Uh-huh."

"Pinkie promise?"

"Cross my heart, hope to fly, stick a cupcake in my eye."

Twilight breathed a sigh of relief; if there was one thing in Equestria anypony could depend on, it was that Pinkie Pie would never in her life break a Pinkie promise.

"Thanks, Pinkie, that really means a lot to me and Shining Armor."

"Oh no problem Twilight. Why I remember this one time when-"

"Yeah yeah," Twilight said, hastily trying to usher her friend out the door before the pink pony went into one of her long tales, "I'm sure it's a great story, and I wish I had enough time to listen to you tell it, but I have to get back to translating this spell that will change Shining Armor back to normal."

"That's OK Twilight, I've gotta rush back to Sugarcube Corner; I kinda took off without telling the Cakes so that I could run over here and tell you what I saw. Bye bye."

Before Twilight could say farewell to her friend, the pink mare darted outside, shutting the door behind her.

Twilight shook her head as she walked back to the table, picked up her book, and continued reading. She was right in telling Shining Armor that this was going to take a while; she had hardly made any progress all afternoon. She sighed and took another sip of her tea; _this is going to be a long week_, she thought. Little did she know that at roughly the same moment the same thought was racing through her brother's little filly head.


	4. Here Come the Police Fillies

_How did things turn out like this_, Shining Armor thought as he sped through the streets of Ponyville with Apple Bloom and Sweetie Belle in a wagon being pulled behind Scootaloo's little blue scooter. The Crusaders had said that they wanted to try getting their cutie marks as police officers, but he didn't think they would take it so seriously.

…

When Shining Armor had woken up that morning, he found a bag on the floor by the table which contained a filly sized police uniform, complete with a polished silver badge, a set of toy hoofcuffs, and hat. What made Shining Armor's jaw drop when he saw the uniform was the vast number of blue gems that had been sewn into the dark blue fabric.

Along with the uniform, there had been a letter that simply read:

_Put this on and meet us at the clubhouse at 9 o'clock._

_Mom, Dad_, he had thought as he stared at himself in the mirror, fully dressed in the filly police uniform, _I remember how proud you were of me when I first wore my cadet uniform for you_. He gave a nervous laugh; _I wonder what you would think if you saw your son now: a little filly, dressed in a costume, playing at police officer_. The more he saw himself in the costume, the less he wanted to leave his room; the pony staring back at him reminded the poor prince of his missing stallionhood. But Twilight had told him that if he didn't meet the Crusaders, they were just going to come to the library and drag him along with them.

"Better to just play the part of the new filly and go along with their plans," his little sister had told him, "they might be energetic, but they're really nice. Who knows, you might actually have fun."

"Yeah, this is going to be _so_ much fun," he muttered as he left the library.

…

And that's how the faux filly ended up joining the Cutie Mark Crusaders on patrol, searching for somepony in need of help.

"See anything yet girls," Scootaloo asked over the buzzing of her rapidly flapping wings that propelled them along.

"Nope," said Apple Bloom. "Sweetie Belle?"

The little unicorn shook her head

"Nothing yet," Sweetie Belle said with a pout. "It's not fair, we finally have a good idea to get our cutie marks, and nopony's in danger. I mean, where's all the action?" The unicorn filly sighed as she turned to the newest member of their group. "What about you Gleaming Shield, have you seen anything?"

"Huh, oh, no, I haven't seen anything yet," Shining Armor said, although he hadn't really been looking; instead of searching the streets for ponies in distress, he was busy examining his uniform, trying to keep his thoughts off of the body underneath it. As embarrassed as he was to be wearing filly clothes, he couldn't help but admire the craftsmanship that went into the costume; it was almost as skillfully done as the official uniforms worn by the Canterlot police.

"Hey Sweetie Belle," Shining Armor said, his mind temporarily distracted from his filly form, "where did you find these uniforms?"

"Oh, they were in my sister's costume closet," Sweetie Belle said, "I think they were from a play that she made costumes for back when she was still a schoolfilly."

Shining Armor's jaw dropped for the second time that day. _These were made by a schoolfilly_, he thought as he reexamined the costume, _that's impossible_. Though he would never call himself a fashion expert, he would have thought that something this fine could have only been made by a master seamstress. But then again, this was Rarity's work; if there was anypony who could have made something this impressive at such a young age, it would have been her.

"I just wish you could have found something a little less girly," Scootaloo said, examining her own uniform, "These gemstones don't exactly say 'intimidating, police force' do th-"

"Watch the road!" Apple Bloom shouted, directing Scootaloo's attention back to the front just in time for her to avoid drifting into the side of Sugarcube Corner. Unfortunately, Scootaloo had jerked on her handlebars too harshly, and upset the wagon, dumping its occupants out onto the dirt road.

Scootaloo turned her scooter around to pick up her friends.

"Are you all ok?" she asked over the chorus of groans, as the little ponies lay scattered on the ground. Shining Armor was the first one on his hooves so he began helping the others up.

"You need to be more careful Scootaloo," he said, "we could have been seriously hurt."

"Oh it's alright Gleamin' Shield," Apple Bloom said as the faux filly helped her to her hooves. "We've been in worse accidents. I'm just glad we didn't end up in the stream this time." Apple Bloom and Sweetie Belle laughed.

Scootaloo, on the other hoof, did not find it as amusing.

"Well, I'm sorry," she huffed, "sorry that I've been so nice this whole time, pulling you guys around on the back of my scooter. Maybe you'd like to walk inste-"

"Shhh," Apple Bloom said, putting a hoof to Scootaloo's lips. "Did ya'll hear that? Sounds like somepony's callin' for help."

All four ponies put their ears to the wind; sure enough, somewhere at the other end of the street, somepony was crying for help.

"Let's go girls," Apple Bloom said. The three ponies hopped back into the wagon and Scootaloo started flapping her wings again, propelling them in the direction the cries were coming from.

"Wee-woo, wee-woo, wee-woo," Sweetie Belle began singing at the top of her lungs. Shining Armor gave the other unicorn a perplexed look.

"What in Equestria are you doing?" he asked.

"I'm the siren," she said quite matter-of-factly, "since we're police fillies, it's important to let other ponies know to get out of the way so we don't run them over on our way to fight crime." Sweetie Belle didn't wait for Shining Armor to react before resuming her "wee wooing."

_I guess that makes sense_, Shining Armor thought as he looked around at the ponies who jumped out of the way with confused looks on their faces, _it does seem to be working_.

At long last, Scootaloo brought her scooter to a stop in front of small house near the edge of town. Without hesitation, the energetic pegasus jumped from her scooter and charged into the house, followed closely by her fellow Crusaders. The four ponies found themselves standing in a hall where a blonde maned pegasus mare was sitting on her rump, her front hooves covering her face, trying to hold back tears.

"What's going on in here," Scootaloo asked as she approached the mare, who jumped when she realized she wasn't alone.

The mare looked up and smiled weakly at the fillies as they approached.

"Oh hello girls," she said, wiping away her tears. She took a moment to examine the four oddly dressed fillies. "What are you supposed to be today?"

"Police fillies ma'am," Apple Bloom said, holding her little badge in the mare's face.

"Oh thank goodness," the mare said a little more cheerfully, "I need your help."

"Hi Derpy," Sweetie Belle said cheerfully as she smiled at the mare. The unicorn filly felt a slight nudge in her side and turned to see Scootaloo giving her a look which she took to mean _remember why we're here_, "Oh yeah, uh, what seems to be the problem ma'am?" Sweetie Belle asked, trying her best to sound like a real police pony.

The mare wiped more tears from her eyes. Her eyes; Shining Armor quickly noticed that the two bright yellow orbs were very hard to follow as they looked off in different directions.

One of her eyes finally landed on the unfamiliar pony.

"Who's your friend, girls?"

"This is Gleamin' Shield," Apple Bloom said, "she's Twilight's cousin visiting from Canterlot."

"Nice to meet you Gleaming Shield."

"Pleased to make your acquaintance ma'am." Shining Armor said as he took a step forward. "Is everything alright here ma'am; we could here screams coming from down the street."

Derpy shook her head as a new wave of tears began forming.

"It's just awful," she said through choked sobs, "I had just finished pouring the batter of my usual batch of breakfast muffins, when I heard a knock on the door. I set the muffin pan down and went to see who it was, and when I came back they were missing," Derpy started crying again. "Those poor muffins; they didn't even get a chance to be baked into delicious goodness."

_So this is it_, Shining Armor thought, _this is what my guardpony skills are good for: finding missing muffins?_ The faux filly may have hated being reduced to such exploits, but he couldn't help but feel bad for the mare; something inside him wanted to help her. After all, he was never one to turn away somepony asking for help, even if he thought their problem to be a minor one.

"Can you tell us how long they've been missing?" He asked, trying to move the interview along.

Derpy wiped her face again and scrunched her nose as she ran through the events in her mind.

"I think it was five, maybe ten minutes ago." The poor mare's head sank low and her ears drooped to the side. "Please find my missing muffins; they're all I have."

Sweetie Belle sat on the floor next to Derpy and put a hoof on her shoulder.

"Awww, it's ok Derpy," the unicorn said in an attempt to comfort the mare, "we won't rest until the culprit's been brought to justice, right girls?"

"Right," chimed Apple Bloom and Scootaloo together. All three fillies looked expectantly at Shining Armor.

"Er, right," the faux filly said, nodding his agreement.

"Now where should we start?" Apple Bloom asked her fellow Crusaders.

"We should go out and start rounding up suspects," said Scootaloo excitedly, "We'll take them to the station and grill them for information."

Shining Armor put a hoof to the pegasus filly's mouth.

"We should probably look for clues before we start arresting random ponies." Shining Armor thought for a moment. "Why don't we start looking in the kitchen," the faux filly finally said, "if somepony was in there, then we should find plenty of clues."

"Good idea Gleamin' Shield," said Apple Bloom.

"I guess you're right," Scootaloo said, nodding her agreement.

"Well alright." Apple Bloom waved a hoof to her friends. "Come on Crusaders, let's go check out that kitchen."

The Cutie Mark Crusaders started for a door, but stopped and looked at the mare.

"Uh, Derpy," Shining Armor asked, "would you lead us to the kitchen please?"

"Of course," she said with a smile, "follow me."

The four little ponies trotted along behind Derpy as she led them down the hall, and around a corner until they came to a stop in the entrance of a small kitchen.

Derpy's kitchen was quite simple; aside from various cupboards drawers, and a few knick-knacks, the only things in the kitchen were an oven and sink against one wall, separated by short counter space, and a small, white refrigerator in the corner. Just above the counter top was a bay window that looked out on the streets of Ponyville. Finally, in the center of the room was a small island that was laden with dirty bowls and measuring cups.

"Sorry about the mess," Derpy said as she trotted over to the center island, "this whole missing muffins thing has me feeling a bit scatterbrained."

The walleyed mare made to move the dirty dishes to the sink, but Shining Armor stopped her.

"Wait," he said, prompting Derpy to stop in place, "don't touch anything. If somepony really stole your muffins, then they might have left something. If you move something, it'll ruin any clues that we could use to help find who did this."

Derpy slowly backed away from the island.

"Sorry," she said with a sheepish smile. "Why don't I just go into the other room and let you officers handle everything; you are the professionals after all."

As Derpy left, the four Crusaders began inspecting the kitchen. Shining Armor had taken it upon himself to lead the investigation by assigning the each pony to start searching a different part of the kitchen. Being the most experienced, he decided to examine the center island while Apple Bloom and Sweetie Belle looked at the floor Scootaloo checked the counter (which she scaled by building a small pyramid out of her friends, and, with a running jump, launched herself onto the side of counter top, only struggling a little to pull herself the rest of the way up).

Shining Armor had made his own way up to the top of the island (all the while cursing the size of his tiny filly body), and began carefully examining the mess that had been made. Almost every bit of the island's surface that didn't have a bowl or measuring implement on it was covered in flour, discarded eggshells, and globs of light brown muffin batter, making it impossible for the faux filly to walk around without getting some of the mess all over his little legs and hooves.

"I guess we'll be goin' then," said Apple Bloom as the four defeated ponies pulled themselves up off the floor and made their way to the door.

"Oh, let me walk you out then," Derpy said, setting the half cleaned bowl in the sink. She walked past little ponies and led them back through the house.

The short walk through the hall was a sad one for the Crusaders.

"Well girls it looks like we won't be getting our cutie marks as police officers," Sweetie Belle said as she gave a sullen look at her still blank flank.

Maybe it was his brotherly instinct, or maybe his new body had made him more empathetic to the fillies' plight. Whatever the reason was, Shining Armor hated seeing these ponies upset.

"Hey, it's alright girls," he said with a sympathetic smile, "Just because things didn't work out here doesn't mean there aren't other ponies who need our help; we shouldn't give up just yet."

"Yeah," Apple Bloom said, her eyes burning with a renewed vigor, "just because this turned out to be a bust, don't mean we should give up." The little Earth filly jumped in the air excitedly, her giant pink bow bobbing up and down. "Now let's get back out there and patrol the streets 'til we find somepony who needs us and earn our cutie marks."

_That's more like it_, Shining Armor thought, _if I'm to be stuck like this for a week, then I'm going to make sure that you three never give up_.

"Thanks again officers," Derpy said as she stopped abruptly. The four little ponies looked up and realized that they were already at the front door.

"You're welcome Derpy," Sweetie Belle said with a bright smile, "sorry we couldn't find your muffins or who stole them."

"That's ok Gleaming Shield-"

"Sweetie Belle," the little unicorn corrected.

Derpy gave a sheepish laugh.

"Oops, sorry. You're both little white unicorns so I got you mixed up."

The two unicorns stared at each other and laughed. It was true; other than mane and eye colors, and the fact that Shining Armor's body was slightly taller and more muscular than Sweetie Belle's smaller, fluffier form, there wasn't that much of a difference between the two.

"That's alright Derpy," Shining Armor said with smile. The faux filly turned to the other Crusaders. "Well girls, we should probably go no-"

Shining Armor stopped talking when a loud ringing sound came from the direction they had just come from.

"Did ya'll hear that?" Apple Bloom asked.

"Yeah," said Sweetie Belle, "I wonder what it was."

All four ponies turned to Derpy who just sat there with a dumbstruck look on her face.

"That sounds important," she said, suddenly jumping to her hooves and smiling at the Crusaders, "I'll just go see what it is," the walleyed mare trotted off into the house. "Coming," she sang as she disappeared back down the hall.

Derpy flew back into the entryway moments later, carrying a small tray of fresh baked muffins.

"Silly me," she said, flapping in place, "I must have put them in the oven before seeing who was at the door."

Shining Armor couldn't help but laugh.

"Well I guess that solves this mystery," Shining Armor said, smiling at the other Crusaders. "A job well done Crusaders. Shall we be on our wa-"

"MUFFIN THIEF!" Shouted Sweetie Belle as she pointed an accusing hoof at Derpy. "It was you who stole the muffins!"

"Wh-what?" Derpy sat down on her rump, and stared at the tray of muffins, then back at the Crusaders; she looked like she was ready to cry. "You're right," the pegasus mare said as she placed the tray on the floor and slowly held out her hooves, "Arrest me, please, before I steal them again."

Scootaloo was more than happy to comply, slapping her set of toy hoocuffs on Derpy.

"Get in the wagon ma'am," Scootaloo said as she started leading Derpy out the door, "we're gonna take you down to the station.

"Whoa whoa whoa," Shining Armor said, jumping between Scootaloo and the door. "Uh, girls, can I talk to you for a moment?"

He ushered the fillies into a huddle.

"I think we can let her go," he said in a low whisper so that only they could hear, "I mean, it's not like she _really_ stole the muffins, she just misplaced them."

Sweetie Belle stared at the floor.

"Yeah, you're right," she said, digging at the floor with a hoof. "I guess I was a little too hasty with my accusation." She turned to her pegasus friend, "Scootaloo, let her go,"

The orange pegasus nodded and walked over to Derpy and slipped the cuffs off of her hooves.

"You're free to go ma'am," Scootaloo said.

Derpy flashed the Crusaders her brightest smile.

"Oh, thank you," she said. "Is there anything I can do to thank you for all of your hard work?"

"No need for that ma'am," Apple Bloom said, shaking her head, "just stay out of trouble, ya hear?"

Derpy nodded her head.

"I promise," she said, "but you were such a big help; I have to give you something in return."

_But we didn't really do anything_, Shining Armor thought.

Derpy looked around the room until one of her eyes landed on the tray of muffins, still warm from the oven. She dug out four of the pastries and gave one to each of the Crusaders.

"Here you go," she said, "how about some special apple cinnamon 'thank you' muffins."

Shining Armor stared at his muffin hungrily; Twilight had rushed him out of the library so fast that morning that he had forgotten to eat breakfast. The faux filly took no time biting into his muffin, and gave a satisfied sigh as the sweet taste of apples and cinnamon mingled together on his taste buds. The mare who made it may have come off as bit odd, but she knew what she was doing when it came to muffins.

"Thank you," he said as he wiped crumbs from his face, "that was really good."

Derpy seemed pleased.

"You're quite welcome. Please feel free to come back anytime; I make muffins every day." The mare held her head up high, clearly proud of her baked goods.

Shining Armor looked around at the rest of the Crusaders who were just finishing up their own muffins.

"Ready to go girls," he asked as he started making his way towards the door.

"Yup," said Apple Bloom, following her new friend out the door with Scootaloo and Sweetie Belle close behind.

"Thanks for the muffins Derpy," Sweetie Belle called from the back of the wagon. "Sorry we thought you were a muffin thief."

Derpy broke out in a small fit of giggles.

"That's ok officers, you were just doing your duty." The gray mare sat in her doorway and waved to the Crusaders who were preparing to take off.

"Bye bye officers," she called in her cheerful voice, "good luck catching the bad ponies."

"Thanks Derpy," Scootaloo said, "we'll do our best."

The little pegasus turned to her friends in the back seat. "You girls ready?"

The three little ponies nodded as Scootaloo began beating her wings, propelling the Crusaders back down the street.

…

It had been a very long day; the Crusaders had spent most of their morning speeding through the streets of Ponyville, looking for wrongdoers, or ponies in distress, but to their disdain, nothing had come of their efforts. At one point they had heard more cries for help, but it had turned out to be Derpy, crying because her muffins had gone missing again. However, upon questioning (and little investigative work on Shining Armor's behalf), it had turned out that Derpy had eaten the rest of the muffins. The gray mare had felt very embarrassed and apologized for wasting the Crusaders time, even offering to make them another batch of muffins for their efforts, but the little ponies declined and sped off on their way.

Now it was early afternoon and the three ponies riding in the wagon started to feel themselves begin to slow down. The small pegasus driver brought her scooter to a stop and slumped over the handlebars.

"Are you all right Scootaloo," Apple Bloom asked, her voice filled with concern for her friend.

Scootaloo slowly turned to her friends and the three little ponies could see that the fur on her face was mated down, drenched with sweat.

"Sorry girls," the little pegasus panted, "I just need to rest for a bit. No offence Gleaming Shield, but it's a little harder pulling the wagon with you in it; I'm not used to the extra weight."

"Oh, uh, sorry," Shining Armor said, his cheeks turning a light shade of pink.

Scootaloo gave a tired laugh.

"That's ok, I just need a few minutes to catch my breath."

"Why don't we get somethin' to drink," Apple Bloom suggested. "Applejack's got her apple stand set up just a couple of blocks away; Ah'm sure we could get some juice or somethin' from her."

The other little ponies nodded their agreement.

"Do you think you'll be able to make it Scootaloo," Sweetie Belle asked.

The pegasus stretched her little wings and gave them a few slow flaps.

"Yeah," she said, sounding a little more rested. "My wings are a little sore, but I should be able to get us there." Scootaloo started flapping her wings at full speed again, propelling the Crusaders down the road.

A few sharp turns later, the Crusaders arrived at the town square where several ponies had set up stands selling anything from vegetables, to flowers. They sped through the square, weaving through groups of ponies who voiced their annoyance as they jumped out of the way to avoid being run over, until at last, the scooter came to a stop in front of a large cart brimming with apples, and as many apple related treats a pony could imagine. On the other side of the stand was an orange mare wearing a cowpony hat that rested atop her blonde mane, and flashing a wide smile. Shining Armor quickly recognized the mare as his sister's friend, and Apple Bloom's older sister Applejack.

"Well howdy ya'll," Applejack said as she walked around the stand to greet her little sister and her friends. "How goes the peace keepin'?"

"Not too good," Apple Bloom said as she clambered out of the wagon, "I thought that we'd be able to fight some crime or somethin', you know, catch a robber, thwart an evil scheme, but haven't found anythin'."

"Well I can't imagine you would," Applejack said with a chuckle, "Ponyville's one of the most peaceful towns in Equestria; it ain't likely that anythin' like that would happen 'round these parts." Applejack looked at each of the little ponies and saw their tired faces. "Hey now, no need to look so down. Here, I know just what you need." Applejack went around to the other side of the apple stand and returned moments later, a tray with four bottles of apple juice, each one with a straw sticking out the top, gripped in her teeth. "How about you four sit down and enjoy some nice refreshin' apple juice," the cowpony said after she set the tray down in front of the Crusaders. "Ah'm sure this stuff'll perk ya'll right up."

Each pony took a bottle from the tray and started sipping the sweet juice.

"Wow," Shining Armor said, "that's the best apple juice I've ever had."

Applejack couldn't help but chuckle.

"Well of course it is, young'un," the cowpony said rather proudly. "That there's Apple Family apple juice; made with the finest apples in all of Equestria. Won't find anything nicer 'round these parts."

Apple Bloom suddenly looked up from her drink.

"Oh, sis," she said, remembering that she forgot to introduce her new friend, "this is our newest member Gleamin' Shield."

Applejack beamed at the new addition to her little sister's group of friends.

"So you're the filly my little sis was tellin' me about. Twilight's little cousin, right?"

"Er, yes ma'am," Shining Armor said.

"Well ain't you a pretty little filly." Applejack looked the faux filly up and down, "Huh. Ya know you kinda look like your cousin, Shining Armor."

Shining Armor nearly choked on his juice.

"Yeah," he said through a fit of coughs, "I, uh, I get that a lot."

"Ya'll must be awful proud of your cousins, what with them becomin' royalty."

"Uh…" Shining Armor was trying to think up an answer when, out of the corner of his eye, he saw a green and golden blur. The faux filly turned his head to see a tall unicorn colt with dark bruises on his face running towards him; it was the same colt that he had saved from being pummeled beyond recognition the day before. The colt came to a sudden stop in front of Shining Armor and stared down at him, his cheeks turning a deep crimson as he tried to catch his breath.

"Hi Snails," Sweetie Belle said in her friendly singsong voice, "What are you doing here?"

"I-I, uh," he stammered, not taking his eyes of Shining Armor, "I w-w-wanted to, uh, thank you for saving my life yesterday."

"Uh, you're welcome," Shining Armor said, trying his best to give the colt a friendly smile. Snails didn't answer, he just stared lazily at Shining Armor, who was growing more uncomfortable by the second. "Uh, my name's Gleaming Shield. What's yours?"

The colt's only response was the increased flushing of his cheeks.

Shining Armor looked to the other Crusaders for help, but they just shrugged their shoulders, clearly feeling just as confused as he was. Shining Armor turned back to the colt who was now sweating profusely.

"Was there something else you wanted?"

Snails gulped and produced something from behind his back in a light yellow aura. It was a bouquet of flowers; the same bouquet that the colt and his friend had carried with him while chasing Diamond Tiara and Silver Spoon the day before.

"Th-th-these, a-a-a-are-"

"There you are you little thief," yelled a furious voice from somewhere behind them.

All six ponies looked up to see a mare with a rose-colored mane charging towards them, fire raging in her eyes. Snails, jumped, and, still holding onto the flowers, dashed off, looking for a place to hide.

"Come back here Snails!" Roseluck shouted as she ran by the apple stand, "Bring back those flowers you stole."

Apple Bloom gasped.

"Did you here that girls," she said, jumping to her hooves in excitement.

"Yeah," said Scootaloo, taking her place on her scooter, "Snails is a criminal, and you know what that means?"

_I can only guess_, Shining Armor thought, not wanting to hear the answer. Riding around with nothing to do had been fine, but now they were actually going to try and catch a thief? The girls had been hard on Derpy when they thought that it was her who had stolen the muffins, Shining Armor could only imagine what they might do if they caught an actual thief, no matter how minor his offence.

"We have to catch him, arrest him, and bring him to justice," said Sweetie Belle, fixing her little police filly hat.

"Then what are we waiting for," Apple Bloom said as she hopped into the wagon, Sweetie Belle and Shining Armor following suit, "let's catch us a criminal."

Scootaloo kicked her wings into gear and started propelling her scooter in the direction Snails had run as Sweetie Belle started singing her wee-woos again.

"Bye sis," Apple Bloom called back to Applejack. "Thanks for the juice."

"Wait you four," Applejack shouted. But she knew that her words had been lost on the Crusaders as they took off through the town square.

Scootaloo barely had Snails in her sight as she zipped between ponies and different carts and stalls that had been set up throughout the square. The yellow colt had had a good head start, but Scootaloo's wings were strong, and were quickly closing the gap between the pursuers and their prize. They were going so fast that Shining Armor was barely able to make out the cream colored coat of Roseluck who was still in pursuit of Snails and the stolen bouquet that bobbed in the air behind him as he ran.

They were just outside the town square, beyond the crowds of ponies, when they finally caught up to the running colt.

"Get ready Apple Bloom," Scootaloo said as she began to pull up beside Snails, who glanced over with a terrified look on his face.

Shining Armor had to hold on as the wagon started to jostle; he looked over and saw that Apple Bloom had stood up, and was now poised, ready to jump from the speeding wagon and onto the back of the colt.

"Ready," the rosy maned filly said. She reached a forehoof to her hip and undid the clasp that held her hoofcuffs, and put them between her teeth.

"Wait," Shining Armor yelled as he reached to try and pull Apple Bloom back into the cart, but his little hooves grabbed nothing but air.

There was a sudden yelp from behind as Apple Bloom dove on top of Snails and tackled him to the ground. Scootaloo slowed her scooter and brought it around to meet back up with Apple Bloom, who was already cuffing Snails when they reached her.

"Nice going Apple Bloom," Scootaloo said as she gave her friend a high hoof. She then crouched down and glared at the colt. "And what do you have to say for yourself Snails?"

Snails tried to wriggle out from underneath Apple Bloom, but the more he squirmed, the harder the little filly pushed him into the ground.

"Please let me go," he cried.

"Oh no you don't," Apple Bloom said, "you're under arrest for stealing flowers from Roseluck."

Shining Armor's eyes went wide in horror as he watched Apple Bloom shove Snails.

"Apple Bloom," he exclaimed, "what are you doing?"

Apple Bloom looked up, an eyebrow raised in confusion.

"What do ya mean 'what am Ah doin'?' I just caught the criminal."

"He's not a criminal, he's a colt. And what you're doing is bordering on police brutality."

The other three Crusaders stared blankly at Shining Armor.

"Police bru-what now?" Apple Bloom asked.

"Police brutality. It means to use a lot of force when you don't need to." Shining Armor grabbed a hold of Snails' hoof and helped him out from underneath Apple Bloom. "Are you alright?"

Snails tried to wipe a tear away, but his hooves were still cuffed together.

"Your name's Snails, right?"

The colt didn't say anything; he just nodded his head.

"Are you alright Snails?"

Another silent head nod.

"Would you mind telling us why you ran?"

Snails didn't answer, he just turned his head to hide his flushing cheeks.

"Please Snails; if you don't tell us why you ran, then we will have to arrest you."

Snails looked at Shining Armor, horrified; the poor colt didn't want to go to jail. Slowly, he contorted his face until his horn lit up with a faint yellow glow, which levitated the bouquet that had fallen to the ground after Apple Bloom had tackled him. Snails then clumsily brought the flowers over and let the fall at Shining Armor's feet.

The faux filly stared at the bouquet of flowers; it was his turn to blush.

"A-are these for me?"

Snails' face flushed a deeper red as he nodded once more.

Shining Armor was quite taken aback; why was a colt whom he had never met before presenting him with flowers. Then it hit him.

"Are these for yesterday?"

Snails took a deep breath.

"I wanted to thank you for saving me," he finally said. "Diamond Tiara and Silver Spoon were so mean to us."

"Then why were you chasing after them yesterday?" Shining Armor was very confused.

"It was Snips' idea," he leaned in close and whispered, "I think he might have a crush on her or something, and I used to think that Silver Spoon was really funny. But then…" Snails sat back on his rump and covered his mouth with his cuffed hooves; he had been about to say too much. He wanted to run away, but just as he turned around, he found himself face to face with sweating Roseluck.

"I've got you, you little thief," the mare panted as stared down at the terrified colt. "Now give me back my flowers, Snails!"

Sweetie Belle stepped forward and picked up the flowers in her teeth.

"Here they are," she said, her mouth full of bouquet. She set the flowers in front of the mare, but just as Roseluck was about to pick them up, Snails dove in the way.

"No," he said, "you can't have these; these flowers are for, uh…" The colt turned to Shining Armor. "Uh, what was your name again?"

"Gleaming Shield," the faux filly said, "but listen Snails, you need to give those flowers ba-"

"I have money." Snails dug a hoof into the center of the bouquet, and after a considerable amount of fishing around, withdrew two small gold coins. "I was feeling kinda guilty about taking the flowers yesterday, so I went into my piggy bank and took out enough bits to pay you back." Tears started to well up in the colt's eyes. "I'm really sorry Roseluck."

The mare's face softened as she accepted the bits.

"Thank you Snails," she said with a smile, "that was very thoughtful of you." Roseluck turned her attention to the Crusaders. "Ok girls, I think everything's been cleared up here; I think you can let him go now."

Apple Bloom nodded and carefully undid the little hoof cuffs and reattached them to her uniform.

"Alright Snails," she said," yer free to go. Just promise to keep out of trouble, ya hear?"

The young colt nodded his head furiously, then picked the bouquet of the ground and trotted over to give it to Shining Armor.

"Here you go, uh, Sheaming Glield," he said, presenting the bouquet in his forehooves.

"Oh, uh," Shining Armor frantically looked to the Crusaders for help, but found that they had their hooves in front of their mouths, trying to hide their giggles. The faux filly sighed, and held out his forehooves,

"Thank you Snails," he said, trying his best to force a smile, "they're, uh, lovely. And please, it's Gleaming Shield." Shining Armor grimaced as the bouquet was dropped in his outstretched hooves, but this went unnoticed by the young colt.

Snails smiled, pleased that his task had been accomplished. Then, as if somepony had stuck him with a hot poker, his entire face flushed red, as he leapt into the air and sped back down the road without looking back.

Shining Armor sat on the ground, staring at the flowers dumbstruck.

"Looks like somepony has a crush on the new filly in town," Sweetie Belle said, nudging Shining Armor in the ribs.

Shining Armor grunted and rolled his eyes; he didn't want a colt to have a crush on him. In fact, that was the last thing he wanted; it was just one more thing for him to stress over. Relief came, however, when Scootaloo, who didn't want to talk about mushy stuff like young love, decided to change the subject.

"So girls," the mini pegasus said, "did we get our cutie marks?"

The Crusaders had been so caught up in the excitement of catching a "criminal" that they had forgotten to check to see if a cutie mark had appeared. Three little heads turned excitedly to check their flanks, and each on elicited a heavy sigh as they saw the empty space where a cutie mark should have been.

"Nope," said Sweetie Belle, "still blank." The little unicorn looked over to Shining Armor who had returned to staring at the flowers, trying to devise a plan to avoid Snails for a week. "What about Gleaming Shield? Anything?"

"Huh, what?" Shining Armor snapped out of his thoughts.

"I asked if you got your cutie mark?"

Shining Armor looked at his flank, hoping to see the familiar stars and shield, but groaned when he found that it was blank as well.

"Well Crusaders," Apple Bloom said in a surprisingly cheerful tone, "at least we tried. Ya'll wanna pack up for the day?"

Scootaloo looked up at the clock.

"Yeah, my wings are still pretty sore from pulling you three all day." She messaged the joint where one of her little wings connected to her back. "I think I'm gonna go home and ice them for a bit and then see if Rainbow Dash will give me a quick flying lesson."

"That sounds like fun," Apple Bloom said, "I'm gonna go home and help Granny Smith make some apple pies." Apple Bloom looked to the pair of unicorns. "What are you two gonna do?"

"Rarity said that she didn't have any orders to work on this afternoon so I'm gonna see if she wants to play with me. What about you Gleaming Shield?"

Shining Armor had to think for a moment. He had originally made plans to spend time with Twilight and her friends and take in the sights of Ponyville, but clearly that wasn't going to happen. Other than being dragged along with the Cutie Mark Crusaders, he didn't have anything else to do.

"I'll probably go back to the library," he finally said.

The Crusaders all laughed.

"Yer just like Twilight, you know that," said Apple Bloom.

Shining Armor couldn't help but laugh with them. _Well that's a first_, he thought, _the only times I've ever been compared to Twily was when I was told how unlike her I was_. He was never the reader his little sister had always been, but he enjoyed a good book every now and again, and right now, reading was better than just sitting around waiting for Twilight to finish translating her spell.

After stretching her wings one more time, Scootaloo hoped on her scooter, motioning to her friends to join her.

"Come on girls," she said, "I'll take you all home."

The three little ponies gladly hoped in the back of the wagon, still feeling tired from the morning's events.

…

It wasn't long before the scooter came to a stop in front of Golden Oaks Library. Shining Armor clambered out of the wagon and headed for the door.

"Good bye girls," he said, trying his best to smile, "today was really…exciting."

"Just wait 'til you see what we've got in store for tomorrow."

Shining Armor felt his muscles tense up a bit.

"What's going on tomorrow? Treasure hunting? Alligator wrestling?"

The girls laughed.

"Don't be silly Gleaming Shield," Sweetie Belle said, "tomorrow's Monday; we have to go to school."

"We were hopin' that you might come with as our special guest," added Apple Bloom "Ah'm sure everyone would want to you, and Ah'm sure Ms. Cheerilee won't mind."

The faux filly was taken aback.

"So just school," he asked, "you, I mean, we won't be crusading tomorrow?"

"Well, we might in the afternoon if we aren't too busy with homework or something."

"I guess that'll be ok," Shining Armor said after mulling the idea of going to school over. "I mean, it beats sitting around the library all day."

The fillies smiled and gave each other a high hoof.

"Well alright then," said Apple Bloom excitedly. "We'll be here bright an' early to pick you up."

"Sounds good."

Shining Armor had a hoof on the library door, when Sweetie Belle called out to him.

"Hey Gleaming Shield don't forget your flowers."

The faux filly winced as he remembered the bouquet that he had tried to abandon in the wagon. He turned around just in time to see the bundle of flowers being tossed at him. Luckily his guard training had enhanced his reflexes, so he was able to catch the bouquet with his forehooves instead of with his face.

"Thanks Sweetie Belle," he said with a forced smile. Without a second glance at the Crusaders, he placed the flowers between his teeth and disappeared into the library.

…

Twilight was still in the middle of translating the spell when her brother came home. She had been up since the crack of dawn, reading through her books, and was starting to nod off, so when she heard the library door open, she jumped almost a foot off the ground with a loud shriek. The little alicorn jerked her head around and stared, feeling very confused, as her brother trudged into the room, still dressed in his police filly uniform and carrying a small bouquet of flowers.

"Hey there B.B.B.F.F.," she said, trying to stifle a smile as the faux filly sat on the floor beside her, "did you have a good day?"

Shining Armor placed the flowers on the floor and looked up at his sister.

"Honestly, I'm not entirely sure," he sighed.

Twilight was very confused.

"What do you mean you're not sure?"

"Well, I'm not. I know that I'm still not ok with the situation I'm in, far from it, and Celestia knows those little fillies will probably be the death of me, but there was something about spending time with them that I kinda liked. I can't quite put my hoof on it, but seeing how passionate they are about finding their special talents really touched me." He couldn't help but laugh. "There was a moment today when they looked like they were ready to give up. And you know what, it killed me to see them so defeated. So I encouraged them; I told them that even if things didn't work out, they should never give up. It made me so happy to see them smile as they got back on their hooves and back to Crusading."

Shining Armor got off the floor, stretched his legs, and headed for the stairs.

"I'm kinda tired so I'm gonna go lie down for a bit; maybe read a book."

Twilight watched as her brother ascended the stairs. She found it rather sweet that her brother had taken a liking to the crusaders. It seemed that spending time with those girls might just prepare her older brother for when he and Cadence had foals of their own. Twilight couldn't help but smile as she turned back to her books, and continued her venture into translating her text.

Unfortunately for Twilight, just as she was getting into a steady pace, she heard a knock on the door. The young alicorn grumbled unhappily as she got up from the table and stormed to the front door. She was ready give whoever it was a stern talking to, but her face softened as she opened the door and saw a blonde maned pegasus mare wearing a mailpony's uniform and holding a letter in her hoof.

"I have a letter here for a Princess Twilight Sparkle," Derpy said with a bubbly smile.

Twilight couldn't help but giggle as the mare gave her the letter with a polite bow.

"Thank you Derpy."

The mailmare bowed again before turning around and flying back into town.

Twilight tore open the envelope and felt her heart drop as she unfolded the piece of paper. The first thing she noticed wasn't what was written on the paper, but the penmanship it was written in; the smooth, curved letters were very familiar to Twilight because the pony who wrote them had also helped her practice her own writing when she was just a filly. The letter had come from her former foalsitter and wife of the Stallion who was currently trapped in a filly's body and was now lying in bed, reading a book. Twilight quickly stuffed Cadence's letter back into it's envelope and scurried back into the library where she sat back at her table and started frantically pouring through her books again. There wasn't any time to waste, she had to finish translating the spell and change her brother back to normal as quickly as possible; Cadence was coming to Ponyville.


	5. Gleaming Shield's First Day of School

_My Dearest Twilight,_

_I hope that you are doing well. I'm so sorry that I wasn't able to join my husband when he arrived the other day; unfortunately I haven't been feeling well for a while now, and I didn't want to add further stress to my condition. However, I am happy to say that my condition has improved, so I will be on the next train to Ponyville, and should be arriving in two days. Anyway, I better start packing my bags, my train leaves first thing in the morning._

_With lots of love,_

_Your favorite foalsitter, and sister-in-law,_

_Princess Cadence_

_P.S. Please don't tell Shining Armor that I am coming; I want it to be a surprise._

Twilight swallowed hard as she reread Cadence's letter for the hundredth time. Ever since Derpy had delivered it yesterday, Twilight had to stop her research every fifteen minutes to read through the contents of the letter; her sister-in-law's message had been very straight forward, but the young alicorn couldn't help but hope that she might have somehow misinterpreted Cadence's words. But no matter how many times she looked at the letter, there was no denying the horrifying truth that Cadence would be arriving in Ponyville in two days.

The young mare sat bolt upright and hid the letter between the pages of a book when she heard the unmistakable sound of tiny hoofsteps on the stairs.

"Morning Twily," the faux filly yawned, as he wiped his eyes with a hoof and made his way over to join his sister at the table. "Is there any coffee? I could really use a cup if I'm going to go to school with the Crusaders."

"Huh, wah," was all could Twilight manage, "school?"

Shining Armor looked up at his sister quizzically

"Yeah, remember? I told you last night that those fillies want to take me to school with them."

"Oh, yeah, I remember." She really didn't; Twilight had been so caught up in both her studying and worrying about what she would do about Cadence's arrival, that anything her brother might have told her went completely unheard. "There should be a little coffee left in the pot. Would you like me to get it for you?"

Shining Armor shook his head.

"No, I think I can get it…somehow."

The faux filly got off the floor, and trotted into the small kitchen area where he found a percolator on one of the stove's burners. When he reached the stove, he stood up on his hind legs and reached for the percolator, but it was just out of his reach. _Come on_, he thought, jumping and wiggling his forelegs in an attempt to reach his goal, _stupid short legs, maybe I could…no wait, magic's out of the question_. Shining Armor cringed as he remembered how the simple spell that he had tried to cast to separate Diamond Tiara and the colt the other day had utterly failed.

Heaving a heavy sigh, Shining Armor called out to his sister.

"Twily, will you help me?"

Without rising from her spot in the other room, Twilight levitated a ceramic mug from the cupboard above the counter and brought it over to the stove and poured a fair helping of the hot coffee into it before placing the percolator back on the stove and lowering the mug so her brother could hook his foal sized hoof through the handle.

"Thank you." Shining Armor slowly made his way back to the table and began sipping his coffee. "So how's it coming," he asked, watching his sister as she read through several books at the same time.

Twilight nearly lost control of the spell that suspended her books.

"Coming," she said with a start, "nopony's coming!"

Shining Armor cocked his head in confusion.

"What are you talking abo-"

A sudden knock at the door cut the faux filly off.

"Somepony's here," Twilight said, "I better go see who it is." The alicorn rose from her seat, and rushed to the door.

_What's got her acting all jumpy this morning_, Shining Armor thought as he took another sip of his coffee. The little pony looked up at all the books that lay on the table. _Wow Twily_, he thought, _you've really been busy. I can't thank you eno…_ Shining Armor's thoughts drifted off when something caught his eye; sticking out from between the pages of one of the books on the table was a folded piece of pink paper similar to the stationary that Cadence used. His curiosity peaked, Shining Armor stood up on his hind legs, and grabbed the piece of paper in his teeth.

"Shi - I mean - Gleaming Shield, the Crusaders are here to take you to sch - NO, DON'T TOUCH THAT!"

Twilight pushed her brother aside to keep him from discovering Cadence's letter.

"Ow, what did you do that for?"

"Oops, sorry, it's just that, uh, I'm using that piece of paper as a, um, bookmark. Yup, that's right, a book mark. It's in a very important place, and if you remove it then it would take me even longer to, uh…" she looked over at the three little fillies in her doorway, "it would take me even longer to complete this very important spell. You wouldn't want to ruin my work, now would you?"

Shining Armor blushed.

"No, I wouldn't," he said, "sorry, Twily."

"It's alright, everything's fine." The alicorn levitated her brother's mug onto the table, and started nudging him towards the door. "Now go on; you don't want to keep your friends waiting."

"Yeah, come on Gleamin' Shield," Apple Bloom called, "we'll be late for school if you don't hurry it up now."

Shining Armor walked the rest of the way, only stopping when he reached the door to look back at Twilight, who was smiling nervously.

"Have a great day at school Gleaming Shield," she called.

All Shining Armor could do was give her another confused look, before turning back around and hoping in the red wagon.

…

It didn't take long for the four little ponies to arrive at Ponyville's schoolhouse, which was a red building with a bell and tower on top of it, and a playground in the front yard where many fillies and colts were playing happily, enjoying the few free minutes they had before class started. The schoolhouse itself was much smaller than the one Shining Armor had attended as a colt, but like all of the other buildings in town, it had a simple, rustic charm about it that he found to be a wonderful alternative to the hustle and bustle he grew up with in Canterlot.

"So this is it, huh," Shining Armor asked as the scooter came to a stop at a post.

"Yup, this is our school," Scootaloo said, as she jumped off her scooter, pulled a lock and chain from one of the pockets of her saddlebag, using it to lock her scooter to the post. "I know it's probably not as fancy as your school back in Canterlot, but we do have one of the greatest teachers in all of Equestria…speaking of which, we should probably ask Miss Cheerilee if it's ok if you come to class with us."

Shining Armor slapped a hoof to his face.

"Wait," he said, "you brought me all the way down here without asking if it would be alright for me to go to class with you."

"Well, no," Sweetie Belle said as she hopped out of the wagon, and readjusted her saddlebag, "but we figured that Miss Cheerilee wouldn't mind. She loves teaching, and you must be missing some time from school to be here; it would be irresponsible of her not to let you join us."

Shining Armor thought for a moment; Sweetie Belle was right, it was the obligation for a teacher to accept any student into his or her class, regardless of who they were or where they were from. Not every teacher agreed with this rule, but there were severe consequences for those who didn't. The faux filly recalled a bad memory from his youth:

...

_When Shining Armor was just a colt, there was a teacher at his school (one whom he had never had) who was fired because he had refused to teach a student for seemingly no particular reason. It wasn't until Shining Armor was a few years older that he learned that the student in question had been a griffon, and for reasons unknown, the teacher had hated griffons and didn't want one in his class, afraid she would be too much trouble to teach. In the end, the teacher had been fired, and the griffon had gone on to graduate at the top of her class._

...

With that thought in mind, Shining Armor breathed a sigh of relief, mainly because it meant that he wouldn't have to walk all the way back to the library by himself; while he didn't mind traveling together with the Cutie Mark Crusaders, walking alone, trapped in a filly's body, made Shining Armor feel…exposed.

Shining Armor followed the three fillies as they made their way past the playing ponies, and up the steps into the schoolhouse. While the outside of the building looked simple and rustic, the inside looked just as much like a classroom as the ones the faux filly had been in when he went to school in Canterlot. There were rows of empty desks in the center of the room, and three of the four walls were lined with shelves full of books, while the wall in the front of the room was empty except for a chalkboard where a few assignments from the previous week were still written. Just in front of the chalkboard was the teacher's desk, where a mare with a cerise coat sat, drinking her morning coffee and preparing her lesson for the day. The mare looked up when she heard the sound of hooves approaching, and smiled at the Crusaders.

"Hello girls," she said. She looked from each of her students, and then to Shining Armor, who did his best to return her smile. "Oh, hello. Are you a new student?"

"This is our new friend, Gleamin' Shield," Apple Bloom said.

"She's Twilight's cousin visiting from Canterlot for the week," Sweetie Belle added.

"Twilight's really busy with some secret project, or something, and we thought we would bring Gleaming Shield to school with us so she wouldn't be bored at the library," Scootaloo finished.

"Would that be alright, ma'am," Shining Armor asked. "I wouldn't want to impose."

Cheerilee couldn't help but giggle at how formally the faux filly spoke.

"That's quite alright," she finally said, "you're more than welcome to join us during your stay in Ponyville." The teacher looked up at the clock. "You four better take your seats; it's almost time for class to start." Then she turned to Shining Armor. "The seat behind Sweetie Belle is open, so you can sit there if you'd like."

"Yes, thank you ma'am."

Apple Bloom, Sweetie Belle, and Scootaloo made their way to the back of the room, where a particular set of shelves had been divided up to in a more than a dozen small cubby holes. Each of the Crusaders undid their saddlebags and deposited them into their assigned cubbies, then proceeded to take their seats. Apple Bloom and Scootaloo sat in the front row with a desk between them, with Sweetie Belle sitting behind Scootaloo, and Shining Armor right behind her. When the Crusaders were all settled in, Cheerilee stepped outside and called to her students.

It wasn't long before the small classroom was filled with the hustle and bustle of little ponies, who were chatting merrily as they stowed their things in their own cubby holes before taking their seats. Shining Armor stared sympathetically across at Apple Bloom when he saw that the poor filly was sandwiched between two ponies who, after their one meeting, he had already come to detest: Diamond Tiara and Silver Spoon. The faux filly would have liked to mouth an 'I'm sorry' to Apple Bloom, but he felt a pair of eyes burrowing into the side of his head, and he sighed when, out of the corner of his eye, he noticed a dull gold colored pony sitting next to him. Shining Armor looked to his left, just in time to see Snails hastily turn and begin talking to his friend Snips who was sitting on the colt's other side. _Celestia help me_, Shining Armor thought, _I don't know what's worse: being in the same room with that mean little filly, or stuck beside a colt who is infatuated with me._

As soon as everypony was seated, Miss Cheerilee stood in the front of the room, and took attendance. After she finished reading down the list of names, pleased that none of her students were absent, Miss Cheeilee said something that made Shining Armor flinch:

"Gleaming Shield, would come up to the front of the class?"

Shining Armor's white cheeks turned a light shade of pink, and he gulped as he slowly rose from his seat and made his way through the rows of desks.

"Well if it isn't the magicless blank flank," Diamond Tiara muttered as Shining Armor passed her before taking a spot beside the teacher.

"Class," Miss Cheerilee said, "we have a special guest today. Her name is Gleaming Shield, and for the next week she will be taking part in our lessons, so I would like for you all to help her feel welcomed in our classroom." Then she looked down at Shining Armor. "Gleaming Shield, why don't you tell the class a little bit about yourself?"

Shining Armor glanced around the room; most of the students wore friendly, welcoming smiles.

"I, uh, hello…" His voice wasn't much more than a whisper; although he was one of the bravest ponies in Equestria, standing in front of the class with all of the little ponies staring at him, in his current state, made Shining Armor feel small and embarrassed. His gaze landed on the front row of students and saw both Diamond Tiara and Silver Spoon barely concealing their snickers as they watched the faux filly fumble with his words.

_No_, Shining Armor thought, swallowing his embarrassment, _I will not give those two the satisfaction of watching me fail at something again._ Shining Armor cleared his throat and began again.

"My name is Gleaming Shield. I am the younger cousin of princess Twilight Sparkle of Ponyville, and prince Shining Armor of the Crystal Empire, and I have come to Ponyville from Canterlot to visit my cousin in hopes that she might help me practice magic." As he introduced himself, Shining Armor couldn't help but feel a sense of pride as he watched the smug smile fade from Diamond Tiara's face, only to be replaced by red cheeks, and a few beads of sweat; the filly was clearly starting to regret making fun of the new pony in town. "Sadly my cousin has been busy attending to her royal duties, but I have been fortunate enough to have already made a few friends who have been kind enough to show me around town and invite me to your wonderful school." The faux filly gave a bow of respect to the class (a formality that he had learned during his old school days). "Please, treat me kindly." With that, Shining Armor walked back to his seat, and sighed, thankful that his introduction was over.

"Oh my gosh, that was amazing," Sweetie Belle whispered, turning around in her seat to talk to Shining Armor. "I mean, did you see the look on Diamond Tiara's face when you said that you were related to royalty? I thought she was going to be sick."

"Yeah, that was awesome," Scootaloo added. "I'm so glad you joined up with us,"

"Alright class," Miss Cheerilee said, calling for her students' full attention, "As I'm sure most of you remember, last Friday I said that we would start learning about the Crystal Empire this week."

Shining Armor looked around the room and saw many ponies smiling and cheering, clearly excited to learn more about the mysterious new country that reappeared in the Arctic North. _This should be interesting,_ Shining Armor thought. As the new rulers of the Crystal Empire, both he and Cadence had to become very familiar with the customs, and history of the lost kingdom, so he was quite sure he knew more about it than anypony in the classroom; during their first few months on the throne, the prince and his wife had learned everything from the origins of the Empire and the rise of King Sombra, to traditional royal etiquette, and celebrations. Shining Armor's little filly head was full of information about the Crystal Empire, but he was still very interested in hearing what the teacher had in store for her students.

"Now, before we begin," Miss Cheerilee continued, "can anypony tell me something they know about the Crystal Empire?"

Only a few ponies raised their hooves; other than the Crusaders, Diamond Tiara, and two others, everypony remained motionless in their seats, eager to hear about the new country. Shining Armor wasn't surprised; it had only been a little over than a year since the Crystal Empire had emerged. After Sombra's defeat, and the empire had once again become a permanent part of Equestria, Cadence and Shining Armor had been more than ready to open it up to the rest of the world for trade and tourism. Since then, many ponies had started to travel from across the land to see the long lost Crystal Empire. The faux filly could only guess that this was why there were a few ponies that actually raised their hooves; they must have either heard stories from their parents, or had actually visited the empire on a family trip.

"Ohhh," Sweetie Belle said, nearly jumping out of her seat, "ohhh pick me, pick me."

"Alright, go ahead Sweetie Belle," Miss Cheerilee said with sigh.

"At the Crystal Empire, there's this place where you can buy these beautiful crystal snow globes that are just so cool, and awesome, and I want one, and-"

"Thank you Sweetie Belle, that was very…nice." Cheerilee looked around the room again. "Would anypony else like to say something?"

"Well," Diamond Tiara said, an air of arrogance in her voice, "my father has been to the Crystal Empire and he told that even though it's located in the far north, where it's very cold, the empire itself is actually very warm." The room was filled with the sounds of awe, everypony finding it amazing that such a place could exist. "And not only that, but everything there is made out of crystal."

"Wow, everything," Snips exclaimed, jumping up in his seat in excitement.

"Yes, everything; the buildings, the streets, the animals, even the ponies are made of crystal."

Shining Armor tried hard not to laugh at this statement.

"I'm sorry, but is something funny to you," Diamond Tiara snapped, turning around in her seat to face the faux filly.

"No, nothing," Shining Armor said, "it's just that what you said about the animals and ponies being made of crystal is complete nonsense."

Diamond Tiara had a furious look on her face, completely forgetting that just moments ago, she was feeling guilty about having teased a relative of royalty.

"Well if you're so smart, then how come they look like crystals?"

"It's because of the crystals in the kingdom, or, more specifically, the Crystal Heart. Their coats sparkle because the magical properties in the Crystal Heart that amplify the feelings of love and friendship emit a special aura, unseen by the pony eye. Over the years, the natives of the crystal empire have developed coats that reflect this aura, giving them a crystal-like appearance. Without the Crystal Heart's aura, their coats are actually just like ours, only more pastel."

When Shining Armor finished his explanation, he looked around the room; everypony, even Miss Cheerilee, was staring at him, slack jawed.

"Whoa, how do you know all that," Scootaloo asked, staring in disbelief at her new friend.

"Oh, um, I heard it from my cousins." Shining Armor shifted nervously in his seat, hoping that the class had bought his weak excuse. He breathed a sigh of relief when he looked around the room and saw the other fillies and colts either nod or shrug, apparently accepting his overly informative statement to be secondhoof knowledge. His eyes then landed on Diamond Tiara, who was sitting with her forelegs crossed, and her face fixed in a scowl.

"Well that was very informative, Gleaming Shield, thank you," Miss Cheerilee said. "And thank you, Diamond Tiara; what you said about the Crystal Empire having a warm climate despite its arctic location is actually what we will be starting with today."

…

It was close to noon when the lunch bell rang. As if by instinct, Shining Armor placed his borrowed pencil and notebook in the little cubby in his desk, stretched his hooves, then got up to join the Crusaders as they walked to the back of the room, grabbed their lunches from their saddlebags, and exited the classroom. It was a familiar routine, one he had followed every day when he was in school, though the classroom wasn't the same, and the ponies he was going to eat lunch with weren't his old friends from school.

When the four little ponies were finally outside, they found a shady tree to sit under and enjoy their lunch. Shining Armor stared hungrily as the little ponies began pulling out their lunches; Twilight had rushed him out the door so quickly that morning that he hadn't had the chance to pack anything for lunch. Lucky for him the three little fillies were kind enough to share with him some of their lunch; Apple Bloom gave him a few apple slices, Scootaloo, half a peanut butter sandwich, and Sweetie Belle shared some of her apple juice.

"So what did you think, Gleamin' Shield," Apple Bloom asked, as she reached into her bag, pulled out an apple slice, and a small cup of caramel for dipping, "does Miss Cheerilee know her stuff or what?"

Shining Armor nodded.

"I have to admit, I wasn't expecting a teacher in a small town to have that much knowledge about the Crystal Empire; I mean it's too new. But I was really impressed, and not just by how much Miss Cheerilee knows, but how she – owww!" Shining Armor rubbed the back of his head; something had just struck him. He looked down and saw a small apple core lying on the ground beside him.

"You think you're so smart, don't you, you little blank flank," came an irritated voice from behind.

Shining Armor whipped around, and saw Diamond Tiara stalking towards him, rage burning like a wildfire in her eyes.

"What do you want, Diamond Tiara," Scootaloo asked, jumping between the angry pink filly and her prey, her wings buzzing in agitation.

"Stay out of this, you little dodo; this is between me and the little "princess" here."

Shining Armor winced when Diamond Tiara called him "little princess;" not because it reminded him of the awkward situation he was in, but because he could feel the hatred behind each syllable.

"You've been a pain in my flank ever since you waltzed into town; interfering in my personal affairs, and making me look like a fool in front of the entire class. Let me tell you something princess, nopony makes me look like a fool and gets away with it."

"I'm sorry Diamond Tiara," Shining Armor said, "I wasn't trying to-"

"Don't you give me that." Diamond Tiara lifted a hoof, and shoved Shining Armor onto his back. The Crusaders tried to reach their friend, but Silver Spoon jumped in the way, blocking their path, and allowing Diamond Tiara to continue her tirade.

"Let me tell you something, princess; if you ever do anything to aggravate me again, I will make you wish you had stayed in Canterlot. Do I make myself clear?"

Shining Armor looked up at the pink mare standing over him. With each word she said, Diamond Tiara jabbed Shining Armor in the gut with her hoof. She hadn't hit him hard enough to cause pain to the faux filly, she just poked him firmly to show him that she meant business. But Shining Armor wasn't so easily intimidated; rather, he could feel his irritation with the high-and-mighty filly growing.

"Leave me alone, Diamond Tiara," he said, knocking her hoof away before she could jab him again, "I don't want any trouble."

"It's a little late for that, princess," Diamond Tiara spat as she raised her hoof again, and aimed it at Shining Armor's face. The faux filly clenched his eyes shut, waiting for the hoof to make contact. But it never came. What did happen was completely unexpected; Shining Armor heard something soft hit the ground, and a shrill cry. He opened his eyes to see Diamond Tiara dangling upside down a foot off the ground, suspended by faint magenta aura that enveloped her tail, and right on the ground below was her little crown.

"Help," Diamond Tiara cried, as she flailed her legs in a futile attempt to reach the ground. "Put me down right now!"

_Why is she looking at me_, Shining Armor thought as he picked himself up off the ground, still staring at the struggling filly.

"Stop it," Silver Spoon pleaded, as she tried and failed to pull her friend back down, "why are you doing this?"

"But I'm not doing anything," Shining Armor said, "I can't even do magic."

"I wouldn't be so sure about that," Scootaloo said, pointing a hoof at Shining Armor's forehead.

The faux filly looked up and gasped; sure enough, his horn was glowing with the same magenta aura that held the little bully by the tail.

"B-but I…I'm not…I'm sorry Diamond Tiara, I didn't realize I was doing this." This was true; if Scootaloo hadn't brought his attention to his horn, Shining Armor would never have known that it was he who was casting the levitation spell. Normally he would have to concentrate on the spell in order to cast it, but foal unicorn magic was fickle, and could sometimes be sparked in times of stress.

"I don't care," the pink filly cried, "I want you to put me down this instaaaaAAAAAAAHHHH!" Diamond Tiara shrieked as she watched the ground slowly grow further away.

"What are you doing," Silver Spoon shouted, "She told you to put her down."

Shining Armor scrunched his face, trying to concentrate on the simple levitation spell, trying to lower the filly safely to the ground, but it didn't work; his body was still too young to be able to cast and uncast spells properly.

"WHAT IN THE NAME OF CELESTIA IS GOING ON HERE!?" Everypony froze when they heard the furious voice.

"Miss Cheerilee, thank goodness," Diamond Tiara said, as the mare made her way over to the group of little ponies. "Tell this ruffian to put me down."

But the teacher didn't need to be asked; Cheerilee walked over to Diamond Tiara (who was now suspended at the mare's eye level), grabbed hold of the little filly with her hooves, and gave her a gentle tug. In an instant the magical aura that had held her by the tail, dissipated into thin air, releasing Diamond Tiara from Shining Armor's grasp.

"Are you alright, Diamond Tiara," Miss Cheerilee asked, once all four of the filly's hooves were safely back on the ground.

Diamond Tiara nodded as she picked up her crown and placed it back on top of her head.

"Then why don't you and Silver Spoon join the rest of the students for recess." Then she turned her attention to the Crusaders. "That goes for you three as well; I'd like to speak with Gleaming Shield in private."

Apple Bloom, Sweetie Belle, and Scootaloo each gave Shining Armor a sympathetic look as they picked up their empty lunch sacks, and silently followed the two bullies to the playground.

"Using your magic to hang another student upside down," Cheerilee said, turning her attention back to Shining Armor. "I would have thought that your school in Canterlot might have taught you to be more respectful of your peers-"

"But I-"

"I must say that I am very disappointed in you," she continued, ignoring the faux filly's pleas. "Now, I may not be your teacher, but as long as you are in my classroom, you will abide by our school rules."

"But it was an accident," Shining Armor finally interjected, "I didn't mean to use magic; I didn't even realize I-"

"I'm sorry, Gleaming Shield," Miss Cheerilee interrupted, "it may have been an accident, but - and I really hate to say this - I have no choice but to take disciplinary actions."

"Disciplinary actions…no, you can't mean-"

"I'm afraid I do, Gleaming Shield; you will be staying after school today for detention-"

"But-"

"-_and_ I will be writing a letter to your cousin Twilight, telling her what happened today. Understood?"

Shining Armor sighed.

"Yes ma'am, I understand."

"Good, now come along, recess will be over soon."

Shining Armor's head was hung low as he followed the mare back to the schoolhouse.

…

The rest of the school day was a bit of a blur for Shining Armor. While he did his best to focus on Miss Cheerilee's lesson, he couldn't help but think about the dreaded detention that awaited him that afternoon. He felt like what he imagined Twilight would feel if she had earned anything less than a perfect score on a test. He knew it was stupid, worrying about such a punishment, as his actual school days were long behind him and that a detention wouldn't have any negative affects on his spotless permanent record, but he just couldn't stop worrying. It was more a morality issue than anything else; Shining Armor had always prided himself on his good behavior. Even when he was standing up to bullies, he had always done what he could to fend them off without resorting to violence.

After what felt like an eternity, Shining Armor heard the bell, signaling the end of the school day. Unlike the rest of the students, who were busy retrieving their saddlebags and packing their notebooks away, Shining Armor remained seated, sullenly placing his pencil at the top of his desk, and watched as it rolled back down, only to be caught by the lip that kept it from falling to the floor.

"Remember, class," Miss Cheerilee said, getting her students' attention before they began storming the door, "your Crystal Empire question sheets are due on my desk the day after tomorrow, so I don't want any of you waiting until the last minute to work on them; that goes for you too, Snips and Snails."

Shining Armor looked to his left and saw the two colts laughing nervously as they tucked their homework assignments into their respective notebooks.

"Hey, are you going to be ok, Gleaming Shield," Sweetie Belle asked, as the Crusaders made their way past Shining Armor's desk, saddlebags on, and ready to go.

Shining Armor didn't say anything; he just nodded in response.

"Do you want us to talk to Miss Cheerilee for you," Scootaloo chimed in.

"No," Shining Armor said, "thanks girls, but I'll be fine." The faux filly placed his head on the desk, hiding his face from the fillies.

"Well, a'right," Apple Bloom added, "Ah'm sure it won't be that bad; Miss Cheerilee isn't that strict, and hardly ever gives out detentions. Why, Ah bet you'll be out of here in no time."

Nothing.

"Ah've got it, why don't we wait outside for you and then we'll all go down to Sugarcube Corner for something sweet?"

Shining Armor lifted his head and gave a weak smile to the fillies, "Sure; sounds like fun."

The Crusaders returned their friend's smile and waved as they trotted down the row of desks and left the classroom. Just as he was watching them leave, he noticed a small, folded piece of paper had landed on his desk. Shining Armor looked around and just caught a glimpse of a green tail dashing through the doorway. Feeling a little confused, Shining Armor opened the paper, and read the sloppily written note inside.

_Don't worry, I've got everything taken care of. Just hold on._

_What is that colt thinking,_ Shining Armor thought, as he tucked the note into his notebook, and placed his head back on the desk.

It wasn't long before the room was empty except for Shining Armor and Miss Cheerilee, who was sitting at her desk, a pencil clutched in her teeth as she wrote a letter that Shining Armor presumed was meant for his sister.

"Now Gleaming Shield," the teacher said, looking up from her work, "Seeing as this is your first day, and that it was an accident, you'll only need to stay here for half an hour."

Shining Armor breathed a sigh of relief; a half an hour wasn't really that bad. Still, the young prince's morals wouldn't let him forget that he was being punished, and that he should feel bad about levitating Diamond Tiara by the tail, even if it had been just an accident.

"I expect you to use this time wisely by working on your Crystal Empire homework. Understood?"

"Yes ma'am."

Shining Armor stared at the sheet of paper in front of him that consisted of questions about the Crystal Empire. It wasn't that hard; at least, it wasn't hard for the prince of said empire. In fact, it only took Shining Armor less than half of his thirty-minute detention to finish the worksheet. He didn't want to risk getting up from his seat to turn in his homework, so he decided to just sit in silence. It was starting to look as if he was just going to be stuck in the room with nothing but his thoughts to help the time go by, when a soft knock came at the door. Before Cheerilee could get up from her desk to see who it was, the door slowly opened, and Shining Armor groaned silently as he watched the tall, golden coated colt enter the room and approach his teacher.

Snails blushed and gave the faux filly a weak smile, as he spoke quietly to his teacher. Shining Armor tried to hear what was being said, but he was too far away.

"Really," Cheerilee asked, when Snails finished his say. The colt nodded to his teacher and started walking towards the door, the mare following closely behind. "Excuse me, Gleaming Shield, I need to step out for a moment. Please stay seated until I return."

Shining Armor watched as Snails led the teacher outside, curious as to what was going on. He didn't have long to wait though; not more than five minutes later Cheerilee came back into the room, a small envelope clutched in her teeth.

"Gleaming Shield, come here please" she said, after returning to her seat and setting the envelope on her desk. Shining Armor slowly rose from his desk and gloomily made his way to the front of the room. "I'm happy to tell you that you are free to go."

Shining Armor's heart started beating rapidly; had she just said what he thought she said?

"I don't understand," he said. "Why?"

Instead of speaking, Cheerilee picked up the envelope, and tipped it upside down, allowing what looked like three, square pieces of paper to fall out.

"What…wait, these are…" Shining Armor stared in disbelief at the pictures of Diamond Tiara pushing him over, standing over him, and raising a hoof, ready to strike at Shining Armor's face.

"You have Snails to thank for these," Cheerilee said. "It seems he witnessed the whole thing while playing with our school's shutterbug, Featherweight, at recess. When he saw Diamond Tiara approaching, he must have sensed that something was wrong and had Featherweight take pictures to use as evidence just in case something bad happened. At least, that's what he told me outside."

_So that's what his note meant_, Shining Armor thought, remembering the scrap of paper tucked in his notebook.

"I'd also like to apologize to you, Gleaming Shield," Cheerilee continued. "I'm sorry that I jumped to conclusions when I saw what was happening out there; I realize now that you were just defending yourself."

"I wasn't even really trying to defend myself," Shining Armor admitted, "I didn't even know I could do magic; I was just, I don't know, scared. I was mostly angry at her for accusing me of acting like I thought I was better than her, but when her hoof was aimed at my face, I just felt so…helpless." Shining Armor blushed; he really hated admitting his helplessness to himself, let alone to another pony. It just added to the growing list of things that reminded him of his filly state. "I guess my magic must have reacted to my emotions."

"Well, whatever the reason, I'd just like to say that I'm sorry, and that I will be sending a letter home to Diamond Tiara's parents, and she will be staying after school with me tomorrow."

Shining Armor only nodded his acknowledgement at this news.

"Well then, I guess I'll be going now," he said, "Oh wait." He ran back to his desk and picked up his homework and passed it to the teacher. "I completed the assignment." Before Cheerilee could respond, Shining Armor dashed out of the classroom, eager to be free from his first (and hopefully last) detention.

…

No sooner had Shining Armor exited the schoolhouse, than he found himself face to face with somepony he didn't expect; instead of the Cutie Mark Crusaders, he found himself face to face with Snails, who had apparently been waiting right outside the door for the faux filly.

"Oh, hello Snails," Shining Armor said, giving the colt a polite smile. "What are you doing-"

"I was just waiting to make sure you made it out ok."

"Yeah, I did, thanks; if you hadn't had that pony take those pictures, I'd probably still be-"

"GleamingShieldIthinkyourebeautifulandawesomeandIwantedtoknowifyouwouldliketogotoSugarcubeCornerwithmeonThursdayafterschool."

"Wai-wha-" but before Shining Armor could get another syllable out, Snails took off running towards the town.

Shining Armor sat on the ground, trying to wrap his head around what had just happened; he still wasn't sure that he had heard Snails correctly. At least, he hoped he had misheard what the colt had said. Snails couldn't have really just… _No_, Shining Armor thought, rubbing his hooves furiously against the sides of his head, as if trying to erase the memory from his brain. The poor little pony was so busy trying to wipe his mind of the last five minutes, that he didn't hear the buzzing of Scootaloo's wings as she pulled her scooter and the wagon with the other two Crusaders up along side him.

"Hey Gleaming Shield," Scootaloo said as she dismounted her scooter and made her way over to her friend, Apple Bloom and Sweetie Belle following closely behind. "What are you doing out here; I thought you had detention?"

"Huh, oh, hey," Shining Armor said, snapping back to reality, "sorry, I was just thinking about something. Yeah, I had detention but…Snails got me out."

The three fillies looked at each other, perplexed looks on their little faces.

"How'd he do that," Sweetie Belle asked.

"Miss Cheerilee told me that he saw the whole thing between me and Diamond Tiara, and had somepony named Featherweight take pictures of her bullying me."

"Well that was surprisin'ly smart of him," Apple Bloom said. The other two fillies nodded their agreement that it was unusual for the colt to act so cleverly.

"That's not all," Shining Armor continued. "I…I think he might h-have asked me out on a d-d-date."

"What," all three fillies asked in unison.

Shining Armor just shrugged his shoulders.

"He said something really fast and then took off; all I could make out was something about Sugarcube Corner and Thursday night. I don't know, I probably heard him wrong." The faux filly picked himself off the ground and started trotting towards the wagon. "Anyway, let's go to Sugarcube Corner; it's been a really long day and I could use a bit of time to de-stress."

The little fillies exchanged smiles.

"Actually," Apple Bloom said, "while we were ridin' around, we thought it would be more fun if we got together tonight for a sleepover in the Crusaders' club house."

"A sleepover," Shining Armor asked, his jaw dropping as scenes of horror suddenly ran through his head. There was no way he could sleep in such a small room with three little fillies; granted he was currently trapped in a body that was the same age and gender as these little ponies, but he was still a full-grown stallion, and the idea of having a slumber party with the Crusaders just felt...wrong. "I-I…no. Sorry girls I-"

"Awww, come on Gleamin' Shield, t'll be fun. I mean, you've had a rough day and could use some time to relax. With Twilight busy with whatever it is she's workin' on, we figured you could use somepony to hang out with.

"Just think; we'll stay up tellin' stories, singin' songs, and since it's gettin' close to summer, it'll be warm enough that we can sleep out under the stars."

"Also," Scootaloo added, "we were kinda hoping you could help us with our Crystal Empire homework."

Shining Armor couldn't stop himself; as soon as the words left Sootaloo's lips, the faux filly broke out in fit of laughter. He wasn't sure why; maybe it was because all of the stress had finally pushed him over the edge of insanity, or maybe it was because nopony had ever asked him for help on homework before. Whatever the reason was, the whole idea of just hanging out – no adventuring, no bullies, no getting into trouble – somehow put Shining Armor's mind at ease. Plus, the idea that they would be sleeping outside instead of the clubhouse made him feel a lot less uncomfortable.

"What's so funny," Sweetie Belle finally asked.

"No, it's nothing, sorry." Shining Armor took a deep breath to recompose himself. "I guess it could be fun; I'll just need to stop by the library first to let Twilight know."

"Yeah, we'd better do the same with our parents, Sweetie Belle," Scootaloo said. "We don't want them running around Ponyville looking for us like last time."

"Or the time before that," Sweetie Belle added.

"Then it's settled," Apple Bloom said, sticking her hoof in the air.

"Cutie Mark Crusaders, slumber party at the clubhouse! Yay!" Once again, the three fillies cheered as they clapped their hooves together, holding them together while they waited for Shining Armor to slowly bring his hoof in to join theirs.

When the Crusaders finally withdrew their hooves, Apple Bloom, Shining Armor, and Sweetie Belle jumped into the wagon, and Scootaloo took her place at the helm. After a few steady, warm-up flaps, the little pegasus kicked her scooter into high gear. Shining Armor sat silently as they made their way down the street, listening to the other ponies chatting about their plans for the evening. The faux filly still felt a bit awkward having a sleepover with three real fillies, but from what he'd gotten to know of this little group over the past couple of days, he couldn't deny that it might be a little fun. At the very least, it would certainly be the most interesting slumber party he'd ever attended; there was just no knowing how an evening with these three fillies would turn out. Only time would tell.


	6. The Sleepover

"Twi? Hey Twilight!"

Twilight Sparkle's eyes wrenched open as the voice calling her, and the gentle shaking that accompanied it jolted her out of a deep sleep.

"NO, RAINBOW DASH, THAT'S MY MAYONNAISE," she shouted, as the remnants of her dream were replaced by reality.

"Uh, what," said the voice again.

Twilight rubbed the sleep from her eyes with her forehooves, and quickly located who it had been who had woken her; standing just to her right was a small, purple and green dragon.

"Oh, hi Spike," she said with a yawn, and a bit of a sheepish laugh, "sorry, I was up late last night doing, uh, work for Princess Celestia, and I was feeling really tired, so I decided to take a… wait where have you been?" Twilight suddenly realized that it had been three days since the incident with her brother, and in all that time she had not seen scale or claw of her number one assistant.

"Over at Carousel Boutique," Spike replied, matter-of-factly. "Remember? I told you that I was going to help Rarity with this huge dress order that she had to fill."

"That was three days ago, Spike."

The little dragon just shrugged his shoulders.

"What can I say, Rarity wouldn't let me leave until the work was done. Not that I've minded though."

Twilight rolled her eyes when she saw the familiar lovey-dovey look on her assistant's face.

"Well then, Romeo, if you're all done over there, I'd like you to reshelve these books for me." Twilight pointed a hoof toward a small stack of books that she had either finished using, or found to be irrelevant to her research. "I'd also like you to find-"

"Sorry, Twilight, but I just stopped by to get my wagon; I need it because Rarity ran out of gems this morning, so we need to go out hunting for more." Spike walked over to the nearby closet, and started rummaging through it, tossing different objects onto the floor behind him.

"So where's Shining Armor," Spike called from the closet.

"Oh, he's, um, exploring the town."

"On his own?"

"Uh, yeah; I told him that I would've loved to have gone out with him and show him around, but I'm just too busy with this assignment."

"I guess that makes sense. Has he at least been enjoying himself?"

"I think so. He got off to a bit of a bumpy start, but things have…changed since then."

Spike finally emerged from the closet pulling a rather large, red wagon (which was more like a small, baby dragon sized cart) behind him.

"Well, it's good to hear he's doing well. Tell him I'm sorry I missed…"

Spike's voice trailed away, as his eyes were drawn to a book that had somehow landed on the floor away from the others.

"_Ancient Equestrian: A Beginners Guide to the Dead Language of Our Ancestors_," he read. "What do you need this book for?"

In a fit of a panic, Twilight grabbed the book with her magic, and yanked it out of the baby dragon's claws.

"Oh there it is," she said with a nervous laugh, as she placed the book on the table. "I was using it to translate this stuff for Princess Luna."

Spike gave Twilight a puzzled look.

"I thought you said you were doing work for Princess Celestia."

"Uh…yeah, it is. It's for the both of them; you know, I'm a new princess and all, so they need to test me to make sure I'm knowledgeable in, um, this…stuff…" The end of her sentence trailed off; she knew it wasn't a very convincing lie.

Spike just stared up at his friend; he'd known Twilight his whole life, and he could tell when she was hiding something. The beads of sweat on her brow, and the uneasy smile were clear indications that there was something that she wasn't telling him. He was just about to press the matter, but a voice outside caught his attention.

"Spike," came Rarity's melodic call, "it isn't polite to keep a lady waiting."

"Be right there." Spike picked up the handle of his wagon, and started wheeling it towards the door. "Have fun with whatever it is you're doing; I've got a date with Rarity." With that, the baby dragon opened the door, and left for what was sure to be a fun, yet exhausting day.

When the door closed behind Spike, Twilight sighed, and looked down at her work. She wished she could have told Spike about everything that had been happening; the dragon may have still been young, but he was the best assistant a pony could ask for, and she couldn't help but feel that things would be a lot easier if he had been around. Still, she was feeling really good with how well things were going; it had only been less than three days and she was already a little more than half way through the spell. The fact that the spell had been written in the three different Ancient Equestrian dialects (Pegasus, Unicorn, and Earth Pony), and that each dialect used similar sounding words, meant that she had to search through every book that she had in order to find the correct translation. What made matters worse was that some of her books were very outdated, and only translated Ancient Equestrian to Middle Equestrian. Luckily she had come prepared for this, and had several other language books at the ready, which helped her slowly make progress to modern language. Yet with all the work that she had put into her translating, there was still no way that the spell would be ready for when Cadence arrived.

Another sigh escaped Twilight as she looked up at the clock. _3:00 PM_, it read._ Shining Armor should be home soon_, Twilight thought, as she made her way into the kitchen and started brewing another pot of coffee, _I hope everything went ok today_. She might not have shown it when she pushed Shining Armor out the door that morning, but Twilight had been a little confused by how well her brother had been taking things since his accidental transformation; after everything he'd been through the past couple of days (being turned into a filly, and then being forced to spend time with three of the most hyperactive fillies in Ponyville), Twilight had thought that Shining Armor would be in a much fouler mood, but by some miracle, it seemed that his adventures were actually doing a good job of distracting him from his misfortune.

When Twilight finished preparing her coffee, she placed the percolator on the stove, turned on the heat, and went back into the library, where a small, white, unicorn filly was sitting at the table.

"Hey, Twily," Shining Armor said, as his sister made her way over and sat down next to him.

"Oh, Shining Armor. How was, uh, how was school?"

"School was…um…" Shining Armor thought for a moment. _I should probably leave out what happened with Diamond Tiara,_ he thought, _Celestia knows how she'd react to that_. "School was good. They started a unit on the Crystal Empire today, so I got to show off a bit of my knowledge."

"Just a bit, huh," Twilight said with a light chuckle, "well I hope you weren't too much of a show off.

"Of course I wasn't…well Ok, I _might_ have showed off just a little bit."

Both siblings stared at each other, and then broke out in a fit of laughter. Neither of them knew why they were laughing; there hadn't been anything particularly humorous about what Shining Armor had just said. Yet there they were, a young mare, and her brother, both wiping tears from their eyes as they tried to compose themselves. One thing that they both knew, though, was that it felt good to laugh together again; things had seemed to be going downhill since Shining Armor had first set hoof in Twilight's library, and there didn't really seem to be anything to laugh about. Yet somehow, the idea that Shining Armor had just gone to grade school seemed to make them both realize just how ridiculous the whole thing really was.

"So how are you doing, B.B.B.F.F.," Twilight asked, as the laughter began to die down.

Shining Armor thought for a moment; while he wasn't exactly happy with how his week had been going, he felt that if he was able to find the humor in his situation, he might just be able to make it the rest of the week.

"Better than I was," he finally responded, "though I'm still more than ready to get my old body back; being a filly is too exhausting."

Twilight beamed at her brother, happy to hear that despite everything that had happened, Shining Armor was in good spirits.

"Well, hopefully you won't have to wait too much longer; I just looked over the spell before you came in, and judging by how long it took me to get to this point, I don't think it should take me that much longer to finish it."

"Really?" Shining Armor looked up at his sister, a glimmer of hope in his eyes.

"Yup; as long as I keep up this pace, I don't see why I shouldn't be done with this in the next couple of days."

"YES!" Shining Armor reared in excitement, then closed the distance between himself and his sister, and wrapped his tiny forelegs as far around her as they would reach.

Twilight continued to smile down at her brother, even though she knew that what she just said had been a lie. Not a complete lie though; it was true that if she kept at it, Twilight wouldn't have any trouble finishing the spell in two days, the trouble was that no matter how much effort she put into her work, there was no way that she would finish before Cadence got there. Of course she couldn't tell her brother that, since Cadence had asked Twilight to keep her arrival a secret. A voice in the back her mind kept telling her that she should say something, to just tell him that Cadence was coming, but she ignored it, figuring that if she said something now, Shining Armor would just spend the next couple of days freaking out, creating a much more stressful environment than she need to finish her work. In the end Twilight decided that for the present, the less her brother knew, the faster she'd be able to finish the spell.

Twilight snapped out of her thoughts when she heard a faint rattling sound coming from the kitchen.

"Oh, that would be my coffee," Twilight said, as she got up, and made her way to the other room. "Would you like some, Shining Armor?"

"No thanks," he called back, "I'm actually heading back out."

Twilight came back into the room with a pink coffee cup suspended in her magic, and sat at the table.

"I see, headed out for another afternoon of crusading, are you," Twilight said with a light chuckle. "What are you going to do today? Are you gonna wrestle bears, or go mountain climbing?"

Shining Armor shook his head.

"Actually, we aren't going crusading today," he said. "The girls were thinking of having a slumber party at the clubhouse, and I was just stopping in to tell you that that's where I'm going to be tonight."

As if on cue, Scootaloo burst through the door, followed closely by Apple Bloom, and Sweetie Belle.

"Hey, Gleaming Shield," she said, "are you coming or what?"

Shining Armor looked from the anxiously waiting fillies, to his sister.

"It's ok, right," he whispered to Twilight. "I know we haven't spent much time together since I got here, so I could stay, and we could-"

"No, it's alright," Twilight said with a smile, "I've still got a lot of work to do, so I wouldn't be that much fun to hang out with."

Shining Armor nodded.

"Ok," he said, "I just figured I'd ask before heading out." With one last smile to Twilight, Shining Armor turned and trotted started making his way to the fillies. "Alright girls, let's get going."

"Have fun you four," Twilight called as the Crusaders ran outside, the door closing behind them with a slam.

Twilight giggled, as she turned away from the door, still happy to see that her brother's mood had so greatly improved in the past three days. _Right, time to get back to work,_ she thought, as she turned back to the table, took a long sip of her coffee, and cracked open another book, ready for the long night of translating that awaited her.

…

The Crusaders made quick work stopping off at everypony's houses. First they went to Scootaloo's house (a modest sized, two-story home, located in the middle of town), where they stayed just long enough for Scootaloo to dash in, tell her mother she was going to be out for the night, before rushing back out and jumping on her scooter. Then they were off again, barreling down the road towards Carousel to Boutique where Sweetie Belle was staying with her sister while their parents were away visiting their grandparents. They were just about there, when they found Rarity trotting away from her shop, followed closely by Spike, who was pulling a large wagon behind him.

"Hey, Rarity," Sweetie Belle called as the Crusaders zoomed by, "can't stop; sleepover at the Crusader's clubhouse."

"Sweetie Belle wai…" but it was too late; the scooter had turned a corner and out of site. "Just make sure you behave yourself; I don't want to hear from Applejack that you've been getting into trouble."

Rarity's voice barely reached Sweetie Belle's ears, as the Crusaders hurdled down the street towards the edge of town, where they turned off onto the dusty old road that led to Sweet Apple Acres.

Shining Armor looked on in awe at the seemingly endless rows of apple trees that lined the long and winding road to the large red farmhouse that the Apple family called home. It was nothing like he had imagined when he had had the honor of tasting the delectable fruit that came from this particular orchard, when Applejack (a close friend of his sister's) had catered his and Cadence's wedding a few years back. Up until now, he had pictured a small orchard, with enough apple trees to feed all of Ponyville, but as he looked out over the hills that rose in the distance, each one covered in trees, and every one of those trees full of the ripe, red fruit, Shining Armor realized that he had completely underestimated just how large Sweet Apple Acres was.

At long last, the Scooter came to a stop just outside of the Apple's house.

"Alright, gals," Apple Bloom said, as the three little ponies clambered out of the wagon, "Ah'm gonna go look for Applejack out in the orchard. Why don't you three go inside and get the campin' gear, and stuff for s'mores for the slumber party."

"Ok," Sweetie Belle, and Scootaloo said in unison.

Shining Armor followed the two fillies into the house, and found himself standing inside a cozy little sitting room, furnished with nothing more than an old, red couch, a lamp, a couple of rugs, and a potted plant growing in the corner. It certainly wasn't much, but it was comfortable enough for a family of farm ponies.

"Alright, Gleaming Shield," Scootaloo said, as she and Sweetie Belle started making their way across the room to a set of stairs, "me and Sweetie Belle are gonna go up stairs and get our sleeping stuff. Why don't you go get the stuff we need for s'mores?"

"Uh, sure, but I-"

"They're in the kitchen," Sweetie Belle said, as she followed Scootaloo upstairs. "They usually keep the marshmallows and chocolate in the bottom drawer near the fridge, and the graham crackers in the cupboard right beside it."

Shining Armor watched the last few hairs of Sweetie Belle's pink and mulberry tail disappear up the stairs. _Well,_ he thought, as he looked around the room, until his eyes landed on a door that he assumed must lead to the kitchen, _might as well get to it_. Placing his forehooves firmly against the door, Shining Armor pushed as hard as he could, until it creaked open just enough for him to get a good look inside.

_Bingo_. Shining Armor passed through the door, and into an old, country style kitchen. The first things that he noticed as he made his way through the kitchen were the large, white, oven and stove, the sets of cupboards that lined the upper half of the opposite wall, each one decorated with a large, green apple, and the plain, wooden table that took up a just a small portion of the large room.

As he made his way further into the kitchen, Shining Armor looked too his right, and sure enough, there was a tall, white refrigerator next to a counter top, with a set of three drawers, and a cupboard built beside each other into the base. Ok, Shining Armor thought, as he trotted in the direction of the drawers, _according to Sweetie Belle, I'll find the s'more stuff in here_. Shining Armor grabbed the handle of the bottom drawer in his teeth, and yanked it open, so he could peer inside.

It took a bit of digging, but Shining Armor emerged from the drawer moments later, a bag of marshmallows, and a bag of chocolate bars clutched in his teeth. When he was completely out, he set his loot on the floor, and closed the drawer, before moving onto the cupboard.

While he was looking over the contents of the cupboard, Shining Armor heard the door to the kitchen open, as two ponies entered the room.

"I tell, yah, Big Mac," came a heavily accented, elderly sounding voice, "Ah've got a good feelin' 'bout this year's apple crop."

"Eeyup," said a second, deep, masculine voice.

Shining Armor's heart began pounding rapidly when he heard the two ponies stop. Slowly, he raised his head out of the cupboard, and turned around to see a small, old, green colored mare, and a large, deep red stallion standing in the doorway, their eyes fixed on him.

"Ehh, Sweetie Belle," asked the older of the two, squinting her eyes to get a better look, "is tha' you young'un?"

Shining Armor swallowed the nervous lump in his throat and shook his head.

"No, ma'am," he said as politely as he could. "My name is Gleaming Shield, and I'm-"

"Yer a little thief is what ya is." The old mare pointed a hoof at the small pile of food that Shining Armor had retrieved from the drawer.

"Wha… Oh no, ma'am, I wasn't stealing-"

"Big Mac, catch that little'un."

"Eeyup." The large stallion trotted over to Shining Armor, who tried to dodge him, but failed, and he flailed his legs frantically as he felt himself being lifted off the ground by his tail. The old mare walked over to where Shining Armor was hanging upside down, and started examining him, her eyes just inches away from the faux filly's face.

"Hmmm, Ah don' recognize this'un, Big Mac. Do you?"

"Mopef," Big Mac said, his mouth full of tail.

"Ya'll new around here," she asked, turning her attention back to Shining Armor.

"Yes ma'am," he said. "Like I said, my name is Gleaming Shield, and I'm visiting my cousin who lives in Ponyville. I'm-

"Ah thought ya must be new t' town." The old mare gave him a sharp poke in the belly with a hoof. "Ya see, ponies 'round these parts don' go breakin' into other ponies' houses. We don' take too kindly to that sort of behavior."

"But Apple Bloom asked me too."

The old mare paused for a moment.

"Asked ya to?"

"Yeah, she did. I'm a friend of her's; we've been hanging out for the past three days."

"A friend o' Apple Blooms, huh? Well we'll just see about that." She turned her attention back to the stallion. "Big Mac, go an' fetch yer little sister; she must be around here somewhere."

Before Big Macintosh could move, a door Shining Armor hadn't noticed before opened, and in walked a familiar blonde mare, followed closely by her little sister.

"What in tarnation is goin' on in here, Granny Smith," Applejack asked as she made her way over to her brother and Granny Smith.

"Oh, Applejack, Apple Bloom, there ya are." Granny Smith said with a smile. "Yer brother an' I just caught this little filly raidin' our cupboards."

Apple Bloom stifled a giggle, as she looked up at her friend, dangling upside down, giving her a look that said, "this isn't funny."

"Gleamin' Shield wasn't tryin' to steal anythin', Granny; she was just getting' the stuff we need to make s'mores."

Granny Smith squinted again as she looked from her granddaughter, to the pile of sweets on the floor, and chuckled when she realized that Apple Bloom was right.

"Well Ah'll be," she said with another chuckle, "Ah suppose we mighta jumped to conclusions about this little filly here. But ya can't be too careful, 'specially when there's an unknown pony rumagin' 'round the pantry."

"So do you think I could be put back on the ground now," asked Shining Armor, who had been dangling upside down a bit longer than he would have liked, and was now beginning to feel a bit sick as the blood rushed to his head.

"Sure thing, lil' darlin'." Granny Smith nodded her head to Big Macintosh, who in turn lowered Shining Armor back onto the hardwood floor.

Shining Armor held a hoof to his pounding head, as he looked up at the stallion who towered over him.

"Thank you, er, Big Mac was it?"

"Eeyup," he said, with a bit of an embarrassed, apologetic smile. Big Macintosh opened his mouth to say more, but a pair of high-pitched screams, followed by a soft thud came from the other room, cutting him off.

"Now what's goin' on," Applejack said, as she dashed into the sitting room, followed closely by Big Mac, Apple Bloom, Shining Armor, and Granny Smith bringing up the rear.

Right at the base of the stairs was a soft pile of various camping necessities, such as sleeping bags, pillows, and saddlebags, and lying on top of the pile were a very disoriented Sweetie Belle and Scootaloo.

"Oh for the love of… Are ya'll alright," Applejack asked, shaking her head in disdain.

Scootaloo shook her head, trying to regain her bearings.

"Yeah, we're…Oooof." Scootaloo tried to get up, but one of her hind legs caught on the strap of Sweetie Belle's saddlebag, and she toppled down the pile, landing on her belly on the floor. "We're good."

Apple Bloom and Shining Armor rushed over to help the other two Crusaders back to their hooves.

"Did ya'll get everythin' we need," Apple Bloom asked, checking over the mess her friends made.

"Most of it," Sweetie Belle answered. "We couldn't find the lanterns, but I think we left those in the clubhouse after our last sleepover."

Applejack looked over the pile of camping gear.

"Huh, is that it," she asked, a hint of shock mixed with humor in her voice. "Ya'll sure packed a lot less than you usually do for your sleepovers. Not plannin' on doin' any crusadin' t'night?"

"Naw," Apple Bloom said, shaking her head. "Well we might try a few things, but," she leaned in close and whispered so only her sister could here, "this is more for helpin' Gleamin' Shield relax; she had a bit of a rough day at school today."

"Ah hear ya, sugarcube; it's good of ya'll to help your new friend adjust to life in Ponyville, even if she's just stayin' here for a short while." Applejack pulled her sister in close and ruffled her mane affectionately.

"Alright, ya'll," Applejack said, as she let go of her little sister, "Ah've got an empty cart right out back that you can use tonight to carry your sleepin' stuff to the clubhouse, so why don't ya'll go pack it up with your sleepin' stuff, and then you can come inside and help me and Granny Smith make supper; Ah'm sure ya'll will wanna grab a bite to eat before ya head out."

"Ok Applejack," Apple Bloom, Sweetie Belle, and Scootaloo said in unison, before jumping into the pile and digging out their sleeping gear.

"Here Gleaming Shield," Sweetie Belle said, rolling a rolled up sleeping bag towards the Shining Armor, "this one's yours."

"Tho's thith," Scootaloo said, the corner of a blue, floral patterned pillow in her teeth. She gave the pillow a gentle toss, sending it flying towards Shining Armor, hitting him in the forehead. "Oops, sorry," she said with a laugh.

Shining Armor just chuckled as he lifted the pillow, moving it up, over his horn, so it was balanced perfectly on his head.

"It's alright," he said, "I'll just have to get you back later."

"Is that a challenge?" Scootaloo smiled wryly, as she grabbed another pillow, and crouched down, looking like she was about to pounce.

"You bet it is."

There was a sudden flash of orange and gold as Applejack jumped in between the two little ponies.

"That's enough you two," she said, giving them an understanding smile. "I know ya'll are excited, but save the pillow fightin' for when you're at the clubhouse; Ah don't want ya breakin' anythin' inside the house. Ya hear me?"

"Yes, Applejack," Shining Armor and Scootaloo said together.

The two ponies giggled, as they joined Sweetie Belle, and Apple Bloom, who were already headed for the back door in the kitchen, wheeling their rolled up sleeping bags in front of them, and balancing their pillows on their backs. On their way out, the Crusaders stopped in the kitchen to pick up the dropped s'more ingredients, and then outside to deposit their items into the empty cart that Applejack said they could use. Once everything was stashed away in the cart, it was back inside to help with dinner.

…

Shining Armor had never really cooked anything before; there had always been somepony while he was living at home, or at the academy, or in the crystal castle, who had done the cooking for him. So when Applejack had told the Crusaders that they would be helping make dinner for everypony, he had felt a twinge of nervousness. Nevertheless, he was more than willing to try, and quickly picked up his knife to start slicing up the large, pealed potatoes that were lying beside the cutting board in front of him. Applejack had to stop by once or twice and make a few minor adjustments to Shining Armor's technique, but other than that he felt that he had done quite well.

When Shining Armor had finished slicing his potatoes, Applejack made her way back to him and flashed him an approving smile, and complimented him on his fine work. Then she picked up his cutting board, full of potato slices, and carried it over to a large pot on the stove where she dumped them into an already simmering broth, joining the carrots, celery, and peas that the other Crusaders had contributed to the stew.

"Alright, ya'll," Applejack said, after placing the lid over the pot, leaving it a bit lopsided to let the steam out, "we gotta wait a bit for this stew to finish, so why don't I hitch up your wagon and we can take your things to the clubhouse?"

"Ok, Applejack," the Crusaders said, before jumping from their little stools, and dashing back out the door, Applejack following closely behind.

…

Instead of taking Scootaloo's scooter to the clubhouse, the Crusaders decided to ride in the cart with their camping gear, all except for Shining Armor, who, after pointing out that there wouldn't be enough room for all four of them and the gear, had opted to walk along with Applejack. Shining Armor didn't mind the walk though; a wagon on the back of a scooter hadn't been his first choice of transportation, and after three days his legs were in need of a bit of exercise, so a nice trot across the Apple's property was most welcome. As they walked along, Shining Armor could sense a set of eyes staring down at him. Shining Armor looked up and saw Applejack looking down at him with the same look of curiosity that Pinkie Pie had given him his first day in Ponyville.

"Is something wrong, Applejack," Shining Armor asked, giving the mare an innocent smile.

"Oh, uh, sorry sugarcube," Applejack said, her cheeks turning a light shade of pink, "Ah just still can't get it outta my head how much you look like your cousin, Shinin' Armor; almost like you were him if he were a little filly."

Shining Armor swallowed the lump that had begun to grow in his throat. He tried to think up a quick answer, but Apple Bloom, who had been listening the entire time, beat him too it as she leaned over the front side of the cart to join in the conversation.

"That's ridiculous, sis," she said, laughing at Applejack. "There's no way Gleamin' Shield could be Twilight's big brother; she's just a little filly like us. I mean…"

_- Five minutes later -_

"…and that's why they can't be the same pony."

Applejack sighed, and rolled her eyes, as she unhitched the cart, and helped the little fillies out.

"For the last time, Apple Bloom, all Ah meant was that she only looks like what Ah think Shining Armor would look like as a filly."

The rest of the trip had been quite uncomfortable for Shining Armor; while the distance to the clubhouse was only a five-minute walk from the farmhouse, the Cutie Mark Crusaders had somehow managed to spend the entire trip arguing the fact (much to Shining Armor's discomfort, and Applejack's annoyance) that their friend, Gleaming Shield, wasn't, nor had she ever been, Shining Armor. With every mention of his name, Shining Armor felt a tightening in his stomach that made him want to just run back to Twilight's library and hide under her bed until she was finished with her spell. Still, as awkward as the conversation made Shining Armor feel, there was one thing that seemed to put his mind at ease; after spending three days with these three, they still believed that he was, without a doubt, just a little filly. _And if I don't do anything stupid to mess this up, they'll continue thinking that,_ he thought, as Applejack leaned into the cart and passed him his sleeping bag and pillow, which he rolled up the ramp, and into the Crusaders' clubhouse, where the other three had brought theirs, and left them in a pile in the middle of the floor, along with their saddlebags.

When everything was put away, the four little ponies clambered back down the ramp, climbed into the cart, and it was back to the farmhouse they went.

…

"Ahhh, I'm stuffed," Shining Armor said, as he reclined on his back in the grass under the clubhouse, and rubbed his stomach happily. He looked over at the other two little fillies, who were all in a similar state of contentment from the food they had just consumed.

…

_Dinner had been fantastic; along with the savory vegetable stew that they had helped to make, Big Macintosh had baked some corn bread, and for desert, the most delicious apple crisp Shining Armor had ever tasted. If he had been in his real body, Shining Armor would have gladly helped himself to second, and third helpings of everything; unfortunately, his little filly stomach barely had enough room to accommodate the entire course._

_When they had finished dinner, Shining Armor, Apple Bloom, and Sweetie Belle slumped back in their seats, too full to move. They would have been more than happy to remain where they were, but the golden light of the setting sun, told them that they best be on their way back to the clubhouse, if they had wanted to have fun before they went to sleep._

_The little ponies climbed off of their seats, and made their way back through the house to the front door. Before they left, to the dismay of Apple Bloom, Scootaloo, and Sweetie Belle, Shining Armor had volunteered their services to help clean the dishes as a way of thanking the Apple family for the meal, but Applejack just laughed and said it would be alright, and that they were more than happy to feed them for the evening._

_"Oh, sis," Apple Bloom said, just as the Crusaders were headed out the door, "would it be alright if Ah borrowed your fire startin' kit?"_

_Applejack had to think on this for a moment._

_"If Ah say yes, do ya'll promise to be careful?"_

_"We promise," said all four little ponies._

_Applejack walked back inside for a few moments, and then reemerged with a simple fire kit, clutched in her teeth. Unlike the flint and steel that he had used on occasion when he was still a guard, this kit was made up of two sticks, one of which had a piece of twine tied to it, reaching from one end to the other. _

_"Alright, here ya are," she said, as she passed the kit to her sister. "Ah'll be down later tonight to put it out, and to make sure ya'll go to sleep."_

_"Thankths Apple-ack," she had said, still holding onto the kit in her mouth._

_When they were back outside, the little ponies had made their way to the scooter, and Apple Bloom, Sweetie Belle, and Shining Armor collapsed in a pile in the little red wagon, too full to move. Scootaloo, on the other hoof, was a ball of energy, propelling the little fillies down the hills towards the clubhouse as fast her little wings would take them. Shining Armor wasn't surprised that she wasn't clutching her tummy like the others were; pegasi burned through energy faster than most other ponies, so, naturally, they would need to eat more. While dinner might have been a little too much for the others, it must have been just enough to give Scootaloo that extra boost she needed to get through the rest of the day._

…

"HEY GLEAMING SHIELD!"

Shining Armor's eyes wrenched open, and he nearly yelled, as he was so rudely woken from his post dinner slumber; a slumber that he hadn't realized he had been in. As his surroundings slowly came back into focus, Shining Armor's eyes landed on the blurry outline of a little pony sitting next to him.

"Oh good, you're awake," Sweetie Belle said, as she smiled innocently down at her friend, who had begun to slowly rise to his hooves.

Shining Armor shielded his eyes with a hoof, as he looked over the horizon at the quickly setting summer sun in the beautiful golden sky over yonder.

"How long have I been asleep," he asked, as he stretched his tired body, and happily found that the pressure of his dinner had subsided.

"Just a few minutes; I was just coming to wake you-"

"Hey, are you two comin' or what?"

Shining Armor turned around and saw Apple Bloom sitting on the ground next to the wagon, with Scootaloo, poised ready on her scooter.

"Yeah, come on, we're burning daylight," Scootaloo said, her wings buzzing anxiously.

"What's going on," Shining Armor asked with a puzzled look.

"Well," Sweetie Belle said, "it's getting late, and we were thinking about going to get wood so we could start our campfire soon. I was just coming over to wake you up to see if you wanted to come help us."

"Sounds like a plan to me," he said, smiling at the three little ponies, as they began making their way through the woods, "who knows, maybe we'll get our cutie marks in wood gathering, or fire building."

…

After twenty minutes of collecting firewood, starting the fire, and groaning at the fact that they hadn't earned a cutie mark in either task, the Crusaders sat around the fire (which they made in a fire pit that Applejack had made for them next to the little pond by their clubhouse), roasting marshmallows. Shining Armor, Apple Bloom, and Sweetie Belle chose the slow method, holding their marshmallows just over the flames, letting the heat turn the gooey treats a light shade of brown. Scootaloo, on the other hoof, stuck her stick right in the center of the fire, and only removed it when the marshmallow on the end had caught fire, turning the outside a crispy, black color.

"Whoa, easy there, Scootaloo," Shining Armor shouted, as Scootaloo tried to blow out her marshmallow.

"Relax, Gleaming Shield," she said, giving her friend a comforting pat on the back, "I do this all the ti…whoaaaa, watch out!" The stick slipped from Scootaloo's grasp, and just barely missed Shining Armor's tail, as it fell to the ground. Shining Armor quickly jumped into action; he passed his stick to Scootaloo, and kicked dirt on the marshmallow, before the small flame could spread to the grass around the campfire.

"Thanks," Scootaloo said, laughing sheepishly, "I guess I'll cook it a little lighter next time."

"Please do," Shining Armor said, helping Scootaloo clean off her stick, and fitting it with a new marshmallow. "I don't want you to accidentally burn yourself, or set fire to something."

Sweetie Belle, and Apple Bloom giggled as Scootaloo passed Shining Armor back his own marshmallow, and joined them by the fire. Shining Armor couldn't help but join their laughter; despite the bullying, and the detention on top of everything else that had happened since he first set hoof in Ponyville, Shining Armor felt very much at ease. Maybe it was because he was finally able to see the humor in his situation, or because he knew that he wouldn't have to be trapped in this body for much longer, or maybe it was just because the warmth of the campfire was having a soothing affect on him; whatever it was, Shining Armor was genuinely beginning to enjoy his time with the Cutie Mark Crusaders. They were a wild bunch of fillies (there was no doubt about that), but they were also kind, well meaning, and always willing to help a friend in need; all traits that Shining Armor had always hoped he would be able to teach his own foals when the time came.

As the night wore on, the Crusaders continued to make, and eat s'more, after s'more, after s'more, until they were all out of marshmallows. A cool wind blew through the trees around them, sending chills through the little ponies' who were now sitting, quietly by the fire.

"So what do ya'll wanna do now," Apple Bloom asked, as she got up to throw more wood on the fire.

The four little ponies thought for a moment.

"We could always play a board game," Scootaloo suggested. "I think I left Cloud Busters in the clubhouse."

"We're not playin' Cloud Busters again," Apple Bloom said.

"What's Cloud Busters," Shining Armor asked. "I've never played that game before."

"Trust me, you don't want to," Sweetie Belle whispered, "at least not with Scootaloo; she always wins."

Scootaloo crossed her forelegs and pouted

"Well if you've got a better idea I'd love to hear it."

Sweetie didn't need to think about what she wanted to do.

"We should sing campfire songs." Sweetie Belle sat up, and cleared her throat, but just before she could belt her first note, Apple Bloom covered her mouth with a hoof.

"Maybe we should do somethin' a little quieter," Apple Blooom said, "No offense, Sweetie Belle, but last time you sang around the campfire, Big Mac had to come down from the house to ask you to keep it down."

Sweetie Belle's ears drooped, as she looked down at the ground, and poked at the dirt with a hoof.

"Yeah, I know," she sighed, "but it's just so much fun to sing really loud."

"What about you, Gleamin' Shield," Apple Bloom said, "what would you like to do?"

Shining Armor didn't need to be asked twice; when he and his friends used to get together for sleepovers, there was always one thing that they enjoyed doing more than anything else:

"We should tell scary stories," he said, an enthusiastic smile spreading across his face.

"That's a great idea," Apple Bloom said.

"Sounds like a plan to me," Sweetie Belle agreed.

"Uh, yeah," Scootaloo said, with noticeably less enthusiasm, "a-awesome idea."

"Alrighty then," Shining Armor said, "who wants to start?"

The other three little ponies looked at each other.

"Why don't you go first, Gleamin' Shield," Apple Bloom said, "it was your idea after all."

Shining Armor thought for a moment.

"Alright, I guess I can go first." Shining Armor got up from his seat and walked around the fire so that he was looking at the Crusaders through the dancing flames. "But I have to warn you three, this story is really scary."

The three little ponies just sat, huddled together, silently waiting for Shining Armor to begin.

"This is the story of The Faceless Mare."

…

_On a night, just like this one, two unicorn siblings, a filly, and a colt were on a camping trip with their parents, just on the edge of the Everfree Forest. Now these ponies were from a distant town, and had never heard of the forest, nor did they have any idea what dangers lurked there in the darkness, so when they reached the border of the trees and found a beautiful crystal clear lake not far from the edge of the forest, they had decided to make camp._

_The family had spent the whole day setting up their campsite, and swimming in the lake, laughing, and enjoying themselves until the sun began to set. While the parents worked on preparing dinner, the two foals began to grow restless; these two little ponies had been curious about the forest that they had been camping near, and they had wanted to explore it ever since they got there. Seeing as their parents were preoccupied with dinner, they decided to satisfy their curiosity and go on a little adventure into the woods._

_Everything seemed fine. At first._

_The two foals laughed, and played tag, chasing each other deeper, and deeper into the woods, until they could no longer see the way back. Darkness began to set, and a mysterious fog began to rise from the forest floor. Unfortunately the ponies were too busy playing, that neither of them noticed the change in their surroundings. It wasn't until they heard the blood-curdling howl of a timberwolf in the distance that they realized that they had gone too far from the campsite. Out of instinct, they both lit up their horns, but the little lights did nothing against the thick wall of fog closing in around them. With nowhere to go, the foals sat down, and huddled close for comfort, and warmth against the cool, dank forest._

_That's when they saw it._

_Not far off, there was a break in the canopy above them, where bright, silvery moonlight pierced through the dark fog, illuminating what looked to the foals to be a giant mountain rising out of the middle of the forest. Deciding it would be better to take shelter somewhere near the foot of the mountain (instead of staying out in the open where any sort of creature could find them), the foals quickly got up off the ground and started trotting towards it. It wasn't until they reached the large, stone structure that they realized that it wasn't a mountain, but the ruins of a giant castle._

_The foals became less sure about wanting to take refuge in such a spooky place, but a second, much closer howl, followed by the distinct sounds of some creature stomping around somewhere in the fog made them jump, and dash into the decrepit castle._

_As soon as they passed through the entrance of the castle, the foals quickly wished they were back at the campsite, sitting by a warm fire their their parents; other than the moonlight coming in through the high windows, and the lights from the foals' horns, the entrance hall was completely dark, and it stunk of mold, and musty air from long ago. Still, they felt like they were much safer in the castle instead of outside, so they decided to pass the time by exploring. They walked through the entrance hall, up a set of stairs to the left, and up a hallway, occasionally checking the open doors, but only finding the other rooms as empty as the rest of the castle that they had seen so far._

_At the end of the hall, they found a spiral staircase that led up to one of the castle's tall towers. They were just about to turn back, when they heard what sounded like a the mournful cry of a mare, echoing down from the tower. It would have been enough to send the two foals running out of the castle, and into the darkness of the forest, but something drew them to the sound. Slowly, they climbed the tower, the sounds of their hearts pounding in their chests, barely masking the cries from above._

_It wasn't long before the two ponies were standing on the landing at the top of the tower, the cries coming, louder than ever, from the other side of the closed, wooden door._

_"I'm sorry," said an eerie voice from inside the room. "I'm so sorry."_

_The two ponies felt their hearts stop when they heard the voice. They wanted to turn and run, but some unnatural force was pulling them closer to the source of the crying. Without realizing it, the colt found that his hoof was slowly rising, until it was firmly on the door, the ancient wood bending, and creaking under his weight. Then he pushed, and the door opened with a loud "Creeeeeeeeaaaaaaaaaaak," and the hall was filled with a blinding, white light._

_"I'm sorry," the voice said again. "I'm so sorry."_

_In the middle of the room, the colt and filly could just make out the shape of a large pony hunched over, with it's back towards the door._

_"Um, excuse me," the colt asked, "could you help us."_

_Again the pony said "I'm sorry. I'm so sorry."_

_"Please," said the filly, "We got lost in the forest, and we really need to get back to our mommy and daddy."_

_The figure suddenly stopped crying, got up, and slowly turned to face the little ponies. As it did, the light began to fade away, back into its body, reveling a terrifying sight: the pony was completely white, and very thin, almost as if it was just a skeleton with skin stretched tightly over the bones. It had a deep black mane, that grew in a tangled mess from its head to the floor, where it mixed with its tail in a pool of black hair. What frightened the ponies even more was that the thing didn't have a face, just empty sockets where the eyes should have been, and blood streaming from them like tears._

_"I'm sorry. I'm so sorry."_

_The foals tried to scream, but they couldn't; it was as if something had stolen their voices._

_"I'm sorry. I'm so sorry."_

_The thing started to move towards them. They tried to run, but their trembling legs refused to move._

_"I'm sorry. I'm so sorry."_

_The voice grew louder, and sadder as the faceless mare got closer and closer. Finally, the colt found the courage to move again, and he grabbed hold of his sister and started down the stairs. He looked back, and breathed a sigh of relief when he noticed that the thing wasn't following them._

_When the foals reached the bottom of the stairs, the colt let go of his sister so they could both run down the hall more easily. Both ponies were tired from running from the specter, and they wanted nothing more than to rest, but they knew they couldn't stop until they had safely left the castle far behind them. As they ran, the filly could have sworn that she saw the faceless mare standing in one of the empty rooms, but she didn't stop to check, she just kept running behind her brother._

_They were almost near the exit; a few more steps and they would be safely outside. Unfortunately they never made it out; just as they reached the front door, it slammed shut, trapping them inside. In a fit of frantic desperation, they pounded on the door, trying to get out, but it held firmly in place._

_"I'm sorry. I'm so sorry."_

_The foals nearly jumped out of their skins when they heard the voice, just inches away from their ears. They didn't need to turn around to know that the thing was looming over them._

_"Please don't leave," the faceless mare whispered, "I'll be so lonely without you." The foals suddenly stopped struggling to get out; the thing had them in it's power. They slowly turned around and looked the thing in it's soulless face, and they saw what looked like a smile form under the skin on its mouth. "Please stay and play with me."_

_The foals felt a pressure surrounding them, crushing them. It was unbearable; they just wanted to scream, but the thing wouldn't let them._

_"Please let us go," was all the filly was able to get out, before the thing lifted the foals up with some sort of ghostly magic, and started floating them back the way they had run._

_"I can't," she said, "I don't want to be alone anymore."_

_There was a blinding flash, and they were back in the tower again. Everything was turning white, as if all the color was being sucked out of the room. With all the strength he could muster, the colt looked over to his sister, and saw the look of horror in her eyes, tears running down her cheeks. Suddenly her body started to writhe, and a white light started to emanate from her body…_

…

"…and in a flash, floating beside him was a small, white, eyeless, faceless, figure, just like the one standing before them." Shining Armor started stalking around the fire until he was right behind the Crusaders, who were by now huddled together, trembling with fright. "The thing that had once been his sister turned to look at him, blood red tears streaming down her face, and she whispered the last thing the colt ever heard." Shining Armor leaned in close, so his mouth was right next to the Crusaders' ears, and whispered, "I'm sorry. I'm so sorry."

"AAAAAAAAAAHHHHHHHHHHH!" All three Crusaders screamed together.

"And they were never heard from again."

"Never," Sweetie Belle asked.

"Never." Shining Armor walked back around so he was in his original spot beside Scootaloo. "Some ponies say that the foals are still in there with the faceless mare, making sure that she is no longer lonely."

An eerie silence fell over the campsite as the Crusaders let the effects of the story fade away.

"Whoa, that story was spooooooooooookyyyyyyyyyy."

All four ponies jumped at the voice that clearly didn't come from any one of them. They looked to their left, and saw a familiar pink pony sitting beside the fire, her face currently buried in a bucket of popcorn.

"Pinkie Pie," Apple Bloom said, with a sigh of relief.

"What are you doing here, Pinkie," Sweetie Belle asked, clutching her chest, trying to keep her heart from leaping out.

"Well," Pinkie said, when she finally emerged from her popcorn, "as you were buzzing through town earlier, I heard you say something about a slumber party. You know I can't _not_ go to a party, so I decided I should stop by and hang out with you fillies, make sure you do things right. By the way, did you make s'mores. Oooh, oooh, do you have any marshmallows left so I can make some?"

Apple Bloom shook her head.

"Sorry, Pinkie Pie," she said, "we already ate them all."

"Awww, that's alright." Pinkie Pie stuck a hoof in her mane, and started fishing around her thick, curly pink locks. Then, to Shining Armor's (but nopony else's) surprise, she removed a large white marshmallow. "I never go to a slumber party without one." She stuck it on the end of one of the discarded sticks and placed it over the fire.

"Wow, Gleaming Shield, you're an awesome storyteller," Pinkie said, when she had finished making, and eating her s'more. "I don't think I've ever met a pony could tell a scary story like that. I mean just look at my hair, it's standing on end. Well, it isn't anymore; that ooey gooey s'more really calmed me right down. But woooowweeeeeee, that was an awesome, spooky story. I gotta remember that one for the next time I have a slumber party." When Pinkie finished speaking, she to a few long, deep breaths, then stuck her hoof in her mane again, and withdrew another marshmallow.

"Yeah, Gleamin' Shield," Apple Bloom said, "Ah don't think Ah've ever heard a story like that one."

Scootaloo just laughed.

"C-come on, Apple Bloom," she said, a hint of a tremble in her voice, "That w-wasn't a very s-scary story."

"Yeah, yeah we get it," Sweetie Belle said, "nothing scares you, Scootaloo." She gave her friend a playful bump with her hoof. "But I've got to agree with Apple Bloom; that was a really scary story."

Shining Armor smiled, pleased that he had succeeded in scaring the fillies with his story. It had been a while since he had worry about storytelling, but after nights of reading to Twilight, and then making up stories to tell her, when they ran out of books to read, the act of coming up with intricate tales, and telling them had become second nature to him.

"Hey, maybe an awesome story like that earned you your cutie mark," Apple Bloom suggested. "Quick, check your flank."

Shining Armor quickly looked at his flank, and still found it blank. He couldn't help but breathe a sigh of relief; he wouldn't have been very happy if something other than his shield appeared on his behind.

"Alright then," he said, when the ponies settled back in for another story, "who's next?"

…

"…and they were never heard from again."

When she finished, Sweetie Belle sat back down, and smiled, proud of the story that she had just told.

"What kind of story was that," Apple Bloom asked.

"A scary one," Sweetie Belle said. "Didn't you listen to it?"

"Yeah, Ah was listenin', but that story wasn't scary. Ah mean, what's so terrifyin' about Gingerbread ponies chasin' a family outta their house? If it were me, Ah woulda just ate 'em."

"Well you're story wasn't any better."

"Hey, the Headless Horse is a classic, scary story."

"Yeah it is, but you didn't tell it right."

"Ok, girls, that's enough," Pinkie Pie said, "Sweetie Belle, I give you four hooves up for originality, and for making me go 'WHOOOOAAA.' And Apple Bloom, I also give you four hooves up because you made me laugh with that little dance you did."

"Ah wasn't dancin'," Apple Bloom said, a hint of a blush on her cheeks, "Ah was tryin' to make my story more lively by actin' it out a little bit."

"Well, whatever it was, it was really silly, and awesome."

Shining Armor had to agree with Pinkie Pie on that one; Apple Bloom's interpretation of the Headless Horse story had been one of the silliest he had ever seen, or heard. Still, he knew she was trying her hardest to tell a scary story, so he kept himself from laughing, and tried his best to sound startled at the scary parts. _It's important to be polite_, he had reminded himself, _she's just a little filly after all_.

"Ok, Scootaloo," he said, once he was sure Sweetie Belle and Apple Bloom weren't going to start up again, "it looks like you're up."

"Uh, sure thing," she said, "let me, uh, let me just think of one first."

But Scootaloo didn't get a chance to start; just as everypony was getting ready to listen to her tale, a rustling in the bushes caused them all to jump.

"Howdy ya'll," Applejack said, as she moved closer to the fire, "have you fillies been havin' a good time?"

"You bet, Applejack," Apple Bloom said, "we've been makin' s'mores, and tellin' ghost stories, and havin' all sorts of fun."

"Well Ah'm glad ya'll have been enjoyin' your selves, but it's time for you four to go to sleep."

"Awwwwwww," said the little fillies, and Pinkie Pie together.

"But we're not tired yet," Scootaloo protested.

"Ah'm sorry, Scootaloo, but you four have school tomorrow, and Ah don't want you complainin' 'bout bein' tired." She turned, and started back towards the treehouse. "Oh, Pinkie Pie, since you're here, would you mind puttin' out the campfire for me before ya head back to Sugarcube Corner?"

"You got it, Applejack," Pinkie said, with a quick salute to the farm pony.

"Thanks, Pinkie. Now come on ya'll," Applejack said, turning her attention back to the Crusaders, "it's time for bed."

The four little ponies got up from their spots next to the fire with a sigh, and followed Applejack back to the clubhouse.

In the grass, just under the large tree, four little sleeping bags, and pillows had been set up for them, with a couple of lanterns, already glowing with the light of fireflies. The little fillies turned when they heard a loud hissing sound, and saw that the light from their fire had been extinguished.

"Alright, time to hunker down into your sleepin' bags now."

Apple Bloom yawned as she climbed into her sleeping bag, starting a chain reaction of yawning little ponies.

"G'night ya'll," Applejack said, smiling at the sleepy Cutie Mark Crusaders.

"G'night, sis,"

"Good night Applejack," Shining Armor, and Scootaloo said together.

There was a bit of a silence while they waited for Sweetie Belle, but the only sound that came from her sleeping bag was a cute little snore.

_Poor thing,_ Shining Armor thought, as he turned over in his sleeping bag, _must have been a lot more tired than she was letting on_. Of course Shining Armor wasn't in any better shape; ever since his transformation, he found himself to be getting tired sooner in the day than he would if he were still a stallion. Tonight was no different; as soon as Shining Armor closed his eyes, he felt himself fall into a deep sleep.

…

It was still dark out when Shining Armor was roused from his slumber. He wasn't sure what it was that had woken him, but he could sense that there was something wrong when he sat up and noticed something missing. Two things, in fact. First he noticed that one of the two lanterns was gone, and second, after looking over the sleeping crusaders, he found that one of the sleeping bags was empty. Shining Armor looked around the immediate area, but could find neither tail, nor feather of Scootaloo.

_Where's that little filly gotten to_, he thought, as he climbed out of his sleeping bag and started scanning the near by trees for the Scootaloo. It only took him a few moments to spot the dim glow of the lantern bobbing up and down in the direction of the pond. Shining Armor grabbed the other lantern, and slowly made his way down from the campsite, towards the pond to see what was important enough for Scootaloo to sneak out of bed for.

Shining Armor found her sitting on the edge of the pond, trading glances between the water and the moon. _What is she doing_, Shining Armor asked himself as he drew closer to Scootaloo. He was just about to call out to her, but he held his tongue, and froze in place, when he heard Scootaloo start to speak.

"Hello, Princess Luna, are you there," she asked the moon. "It's me, Scootaloo. Listen, I know you're busy and all, making sure all of the ponies in Equestria are sleeping soundly, but I, uh, I kinda had another nightmare, and I was wondering if you could help me." She paused for a bit, as if she were waiting for the princess of the night to suddenly appear before her. "I know it's dumb, and that I shouldn't be afraid of those types of things; you helped me learn that last year. But...I don't know, I thought I had gotten over my fear of scary stories when I-"

_Snap_

Scootaloo's head whipped around when she heard Shining Armor, who had accidentally stepped on a twig when he tried to readjust himself.

"Oh, uh, hey Gleaming Shield," Scootaloo said with a nervous laugh, "what are you doing up so late?"

Shining Armor closed the distance between him and Scootaloo, and set down his lantern so they could talk.

"I could ask you the same thing," he said. "Were you just talking to Princess Luna?"

Scootaloo hung her head and sighed.

"You heard that, huh?"

"Just a little." Shining Armor placed a hoof on the filly's back. "Scootaloo, I'm sorry, I didn't know that scary stories gave you nightmares. Why didn't you tell me when I suggested it?"

Scootaloo just stared at the pond, and started to trace her hoof across its surface.

"Come on Scootaloo, I know we just met, but you can tell me anything."

The little pegasus looked up at her friend and gave him a weak smile.

"We were on a camping trip last summer with Applejack, Rarity and Rainbow Dash, and every night, Rainbow Dash would tell us these scary stories before we went to bed. I didn't think I would mind that much, but that was before I realized just how terrifying they were. Of course I couldn't tell Rainbow Dash any of that; she thought I was tough, and cool just like her, and I liked that, so I hid the truth from her." At this, Scootaloo turned her attention back to the pond. "I let my fear get the better of me. But it wasn't fear of the monster's she told stories about – well, ok it was partly about the stories, but mostly it was because I was afraid that Rainbow Dash wouldn't think I was cool any more if she found out that I was a scaredy pony.

The longer I put off telling Rainbow Dash, the worse the nightmares got. That is, until one night, Princess Luna came to me in my dreams and helped me to realize that my fears would only get worse unless I stood up and faced them. After that, I came clean to Rainbow Dash, and everything turned out fine. But I guess I'm still not as brave as I thought I was because the story you told tonight gave me another nightmare."

Shining Armor gave her a sympathetic look.

"I'm sorry, Scootaloo, I really am. If I had had known, I would have never suggested it. But again, I have to ask, why didn't you stop me before I started?"

"Because…Apple Bloom, and Sweetie Belle don't know about any of this. Actually, Princess Luna, Rainbow Dash, and now you are the only ones that I've told. I mean, we never tell scary stories, so I never thought I'd have to worry about telling them."

"So that's why you were out here tonight; you were trying to talk to Princess Luna."

Scootaloo nodded.

"I thought that maybe if I could talk to her, even if she didn't appear, it might help me get over my fear of the Faceless Mare, so I could go back to sleep."

"Hey, you've got me to talk to."

Scootaloo giggled, and gave Shining Armor a playful punch in the foreleg.

"Thanks, Gleaming Shield."

Shining Armor smiled, and then thought for a moment. _I wish there was something I could say to make her...wait I know..._

"I think I know something that might make you feel better," he said.

Scootaloo cocked her head and gave him a curious look.

"What is it?"

"The story I told you, the one about the faceless mare, it was a true story."

Shining Armor watched as the smile faded from Scootaloo's face.

"How in Equestria is that supposed to make me feel better; that just makes it even more scary."

Shining Armor just smiled.

"Well ok, I might have changed things a little bit to make it more scary, but the basic idea was the same." He took another moment to think before continuing. "The story wasn't about two foals, it was about two guards – my, uh, cousin, Shining Armor, and a friend of his to be exact – who had gone into the Everfree Forest for survival training. The castle they had come to was actually castle that Princess Celestia and Princess Luna ruled from, before Luna was banished. Inside, we – I mean, they – found a mare crying because she had been separated from her sister, and was now lost in the woods. They stayed in the castle all night, promising to protect her from whatever evil that might have been lurking outside, and then when day came, they safely escorted her out of the forest, and back to Canterlot."

When Shining Armor finished his tale, he looked up and saw that Scootaloo was smiling again.

"So, did that make you feel better about the story I told earlier," he asked.

Scootaloo nodded.

"Oh yeah, that story is a lot less scary than the other one."

"I'm glad you think so." Shining Armor got up, and helped Scootaloo to her hooves. "Now come on, we've gotta get up early for school tomorrow; I don't know about you, but I don't want to be caught sleeping in class, especially after what happened at school today."

Scootaloo nodded, and they both picked up their lanterns and slowly made their way back to the campsite, where Sweetie Belle, and Apple Bloom were still sleeping soundly.

Shining Armor crawled back into his sleeping bag, and was about to turn back over, when he heard a soft dragging sound. He looked up and saw that Scootaloo had brought her sleeping bag and pillow next to his.

"Is it ok if I sleep closer to you," she asked as she slipped under her covers. "I think it would help me sleep better if somepony who knew my secret was closer to me."

Shining Armor smiled and nodded.

"Sure thing, Scootaloo," he said. "Goodnight."

"Goodnight, Gleaming Shield." Scootaloo yawned. "Hey, Gleaming Shield, could you not tell Apple Bloom, or Sweetie Belle about what we talked about tonight; I don't want them knowing about my nightmares...not yet."

"Don't worry, your secret's safe with me."

"Thanks." With another yawn, Scootaloo's eyelids began to flutter, before finally sinking as the little filly drifted off to sleep.

Shining Armor watched her for a few minutes to make sure that she was actually sleeping peacefully. When it looked like she wasn't going to be waking up soon, Shining Armor rolled onto his back and stared up at the sky. He was pretty proud of the way he had handled helping Scootaloo get over her fears, at least for the evening; just one more thing I won't have to worry about being good at when I have I foal of my own, he thought.

As he lay there, the story that he had told Scootaloo ran through his mind. He had felt a bit guilty for not having told Scootaloo the full truth about what had happened that night, but he couldn't tell her; he had sworn to Princess Celestia that he would keep it a secret. Everything about the survival training, getting lost, and finding the castle had been true, but that was about it. The mare that they had found, crying in the tower had been none other than Princess Celestia herself, who had been going to the old castle once a year to mourn the loss of her sister, who was at the time, still in exile on the moon.

After that night, she thanked them for keeping her company and for listening to her story, then she forbade them from ever telling anypony the truth about what had happened. _Don't worry Princess Celestia_, he thought, _your secret's still safe with me._ With that final thought, Shining Armor felt exhaustion overtake him, and soon he was following Scootaloo back into the world of sleep.


	7. Things can't get any worse, right?

That night, Shining Armor had a very strange dream:

_To Shining Armor's dismay, Twilight had been unable to change him back to normal, and he was forced to return to the Crystal Empire as a little filly. To his surprise (and utter horror), Cadence was delighted with her husband's sudden transformation; in fact, she almost seemed to prefer him that way. _

_To make matters worse, Dream Cadence said that she even knew the exact spell that could change Shining Armor back, but she decided that he should remain a filly, telling him that it would be more fun to have a daughter than a husband. _

_In a sudden flash of soft blue light, Shining Armor was sitting in their bedroom on a little stool in front of a large mirror on top of intricately carved wooden desk, with Cadence not too far away, rummaging through a drawer. The little "filly" gulped; he'd seen his wife sitting here enough times to know what it was that she had in store for him._

_Just as Cadence was about to apply some form of makeup to her "daughter's" little white cheek, a mysterious ringing sound began to fill the room. All at once, Cadence, and the bedroom evaporated in a puff of white smoke, which soon gave way to complete darkness, as the ringing became clearer, and louder._

"Rise and shine ya'll," Applejack called when she finally set down the little bell that she had been using to rouse the sleeping ponies.

"I DON'T WANT TO BE A PRETTY PRINCESS," Shining Armor shouted, as he sat bolt upright in his sleeping bag, the remnants of the horrible dream still fresh in his mind. He rubbed his eyes, looked around, and noticed four sets of eyes that were all staring at him through the haze of Celestia's early morning sunlight that was beginning to creep over the horizon.

"That's alright, Gleamin' Shield," Apple Bloom said, sitting up in her sleeping bag, "you don't have to be a, uh, pretty princess if you don't wanna be."

Shining Armor turned to Sweetie Belle and Scootaloo, who were both doing nothing to hide their obvious grins, and uncontrollable giggles at the funny way their friend had woken up.

"Alright you four, up an at 'em," Applejack said, drawing the little ponies' attention back to her, "you best get on up to the house and get ready for school now."

Scootaloo looked up at the sky, which still held a few faint traces of distant stars in a sea of dark blue.

"But it isn't even morning yet," she complained with heavy yawn. "Can't we at least sleep until sunrise?"

Applejack shook her head.

"Ah'm sorry sugarcube, but Big Macintosh and Ah have gotta move the cows to the East pasture before headin' to the orchard, so we wouldn't have enough time to wake you up later. Besides, you'll need enough time to take care of your campin' stuff before you head back up to the house for baths and breakfast."

"We can skip the baths, AJ," Apple Bloom groaned, hunkering back into her sleeping bag, "just give us a few more minutes to sleep."

Applejack made her way through the group of sleepy ponies over to her little sister, grabbed the closed end of the sleeping bag, and yanked it upwards until the rosy-maned filly came tumbling out.

"You're not skippin' your baths, Apple Bloom; Ah ain't sendin' my little sister and her friends off to school smellin' like Big Mac's yoke on a hot summer's day."

Sweetie Belle brought a hoof up to her nose and gave it a little sniff.

"But we don't smell...that bad," she said, though her scrunched up nose gave away a hint of her dissatisfaction with what she smelled.

Shining Armor took a whiff of his own foreleg; sure enough the distinct odor of smoke from the previous night's campfire had seeped into his coat.

"Maybe a bath wouldn't be a bad idea," he said, as he climbed out of his sleeping bag. "At the very least the water will help us wake up a bit." Shining Armor began taking care of his things, trying to look as peppy as he could to encourage the Crusaders to do the same. Sure enough, within moments, three reluctant fillies were on their hooves, tidying up their campsite.

Once everything was picked up, they haphazardly tossed their stuff into a pile inside the clubhouse, then slowly made the trek back up the to the Apple family's house.

…

"Hey, Gleaming Shield, would help me wash my back?" Scootaloo asked, passing Shining Armor a large, red washcloth.

The two little ponies sat together in a white, porcelain tub, filled with hot, bubbly water in the Apple's upstairs bathroom. Normally Apple Bloom, Sweetie Belle, and Scootaloo would take baths together, but with a new Crusader added to their group, there just wasn't enough room for all four of them, so while Shining Armor, and Scootaloo were upstairs, Apple Bloom, and Sweetie Belle were using the one in the downstairs bathroom.

Shining Armor took the washcloth, and started dunking it in the water until it was saturated with suds.

"Guess I'm just helping you out with one problem after another, huh," he joked, as he began scrubbing Scootaloo's coat.

The little pegasus quickly responded by flapping her soaking wet wings in Shining Armor's face, splashing him with water.

"Hey, cut that out."

"What? You deserved it," Scootaloo giggled. All the same, she calmed her wings, allowing Shining Armor to continue washing her back.

"By the way, how did you sleep last night?" Shining Armor lowered his voice. "Any, you know, nightmares?"

Scootaloo shook her head.

"Nope, none at all," she said rather proudly. "Well, no nightmares anyway; I did have a few weird dreams, but nothing too scary." She turned her head, and flashed Shining Armor a smile. "Looks like that talk we had last night really helped."

"I guess I'm just like a big broth - er, I mean sister - in that way." Shining Armor's scrubbing intensified when he realized that he almost slipped up again.

"Hey what are you trying to do, rip my feathers out?"

Shining Armor stopped scrubbing, and looked down at Scootaloo's outstretched wings; some of the feathers had become slightly crumpled during his frenzied washing of the little filly's back.

"Oh, uh, sorry about that. Let me just-" He leaned down, and lightly bit down on one of the messed up feathers, and tugged on it ever so gently until it straightened out. Luckily Scootaloo's feathers were small, and soft, so they were easy to preen, which boded well for Shining Armor; after all, he was a unicorn, and wasn't exactly an expert on proper wing care.

When he was finished with the last feather, Shining Armor pulled away to make sure everything was straight.

"There," he said, satisfied with his work, "that should do it."

"Whoa," Scootaloo said when she saw what Shining Armor had done. "Where'd you learn to preen like that?"

"I, uh, I've seen Twilight do it a few times." This was partially true; while he had been staying with his sister, he had caught her absentmindedly caring for her wings a few times while she was pouring through her books. But that hadn't been where he had gotten his experience from; after a long day of overseeing the empire, Cadence liked to curl up next to Shining Armor while he preened her wings for her. She never really needed his help, (nor did her wings necessarily need to be groomed), she just found the whole act very relaxing.

"Well, I'm glad I finally have a friend who can preen wings; whenever I need emergency wing care, I just can't trust trust Apple Bloom or Sweetie Belle to know what they're doing back there."

At that moment, the door to the bathroom burst open, and Apple Bloom and Sweetie Belle trotted in, their coats, manes, and tails all poofy after having dried off from their own bath, and each one carrying with them a fluffy white towel on their backs.

"What are you two doin', just sittin' around, relaxin'," Apple Bloom said, "we gotta get goin'." She ran over to the tub, turned the knob to get the water going, then turned another one which switched the water from the faucet to the shower, rinsing off the two unsuspecting ponies with a rain of freezing cold water.

Shining Armor, and Scootaloo quickly jumped out of the tub, and grabbed the towels from their friends' backs, in a desperate attempt to warm themselves up after the surprise, cold water assault.

"Geez Apple Bloom, what was that for," Shining Armor said, once he had finished drying himself. "I thought we had plenty of time to get ready."

Apple Bloom shook her head.

"Not if we want breakfast."

"Oh yeah," Scootaloo said, her little wings buzzing with excitement, "I totally forgot about breakfast."

The little pegasus quickly finished toweling herself off, then dashed out of the bathroom, and down the stairs.

"What's so special about breakfast?" Shining Armor asked.

Apple Bloom just giggled as she began leading the way out of the bathroom.

"You'll see."

As the crusaders made their way into the kitchen, they found that Granny Smith had been up and about for hours, preparing enough food to feed a small army (which apparently was the equivalent of a family of four, hardworking farm ponies, a starving pegasus filly, and two miniature unicorns). First there were the staples (toast, oatmeal, and eggs), then further down there were cinnamon rolls, blueberry muffins, apple muffins, apple cinnamon scones, apple Danishes, apple pancakes, blueberry pancakes, and hashed browns. Finally, in the center of the breakfast feast, there was apple butter, apple jelly, maple syrup, and the Apple family's famous zap apple jam.

"Alright young'uns," Granny Smith said, as the Crusaders sat down around the table "Time t'get some grub in ya."

Shining Armor tried his hardest to put away as much of the delicious food as he could, but he hardly put a dent in the breakfast before he couldn't eat any more. Sweetie Belle was the next to surrender to fullness, leaving just Apple Bloom, and Scootaloo to tackle the rest with Granny Smith, Big Macintosh, and Applejack.

"Is that all ya'll are gonna eat?" Granny asked when she saw the little unicorns slumped in their seats.

Shining Armor and Sweetie Belle just groaned, too full to answer.

"Heh, ya'll will never grow up t'be big n' strong like Applejack if'n ya don' eat more. Isn't that right, Applejack."

"Now Granny," Applejack said through a mouth full of muffin, "those two don't have the same appetites us Apples do."

Granny just looked at the little ponies, who were trying hard not to slide to the floor.

"Ah suppose."

When breakfast was over, the Crusaders excused themselves from the table, and thanked Granny Smith for the food, before slowly trotting outside, where they strapped on their saddlebags, climbed into the wagon, and began the trip back into town.

…

"Ugh, I'm never eating again," Shining Armor groaned, as he sat in the back of the wagon, clutching his aching stomach.

Apple Bloom just chuckled.

"See, I told you; breakfast is a big deal around our house."

By the time they had gotten to the schoolhouse, Shining Armor's stomach had calmed down enough for him to be able to move around without too much of a struggle. Since it was still too early in the morning to head to the classroom, the Crusaders decided to play on the playground until the school bell rang.

It had been quite a few years since Shining Armor had set hoof on a playground; the last time he could remember being anywhere near swings, and slides, and monkey bars was back when Cadence was still foalsitting for Twilight. _Cadence,_ Shining Armor thought, as he sat down on an empty swing between Apple Bloom and Sweetie Belle, and began rocking back and forth, _Cadence I miss you so much._ While running around with the Cutie Mark Crusaders had done a good job of distracting him from worrying about his wife, just the memory of being with her, along with the dream he had had were enough to remind Shining Armor that the love of his life was miles away, suffering from some sort of flu. _Some husband I am; my wife is sick, and alone, and I'm here doing…I don't even know what to call this._

"Hey Gleaming Shield, are you feeling alright?"

Shining Armor looked up, and saw Sweetie Belle staring at him, a concerned look on her face.

"Oh, sorry. It's nothing," he lied, "just my stomach acting up."

Sweetie Belle nodded her understanding, and went back to her swinging. Shining Armor decided to follow suit, figuring the exercise might help take his mind off of his worries. _She's fine,_ he assured himself, _all she needs is a bit of bed rest and she'll be as good as new._

As he swung, Shining Armor watched the parade of parents walk up to the school to drop off their foals. A few of the little ponies greeted him with smiles, and a warm 'good morning,' while a few others glared at him, and made sure to keep their distance as they walked by. Shining Armor wasn't entirely sure why they were acting so cold towards him, but he could only guess that word had gotten out about what had happened at lunch yesterday between Diamond Tiara and him. _No doubt that's gonna come back and bite me in the flank somehow,_ he thought.

Shining Armor's attention was suddenly drawn away from the foals' scornful looks, when he heard the door to the schoolhouse open, and he looked up to see two familiar ponies stepping out. The first was a large stallion, whose slicked back mane, steely blue eyes, and expensive tie gave him an air of importance. While Shining Armor didn't know this stallion personally, he (as would anypony) instantly recognized him as Filthy Rich, owner of Rich's Barnyard Bargains, one of the most successful retail chains in Equestria. _He certainly seems different than he does on his billboards,_ Shining Armor thought, when he saw the look of disappointment on Filthy Rich's face in place of the bright, charming smile that he wore on all the ads for his stores.

Filthy Rich stopped just a few feet away from Shining Armor, and turned his gaze to the little pink filly who had been following, sullenly, behind him.

"Detention," he said.

"Daddy, I-"

"I don't want to hear it, Diamond Tiara. I heard enough from your teacher about what happened between you and that other filly yesterday. I've told you before that you have to do something about this attitude of yours; you know how much I hate having to come down here because you're getting into disagreements with the other students over this or that. I thought we had agreed that you would try harder to get along with the other ponies."

"But daddy, she used her magic to pick me up by the tail, and hang me upside down."

"Only because you started picking on her first." Filthy Rich shook his head. "I'm very disappointed in you, Diamond Tiara, and as much as I hate to say it, I'm afraid I have no choice but to ground you for two weeks. That means you will come straight home after school everyday and start working on your homework; no running off to the spa, no getting your hooves done, and especially no spending time with Silver Spoon outside of school."

Diamond Tiara sat down, on the verge of tears.

"O-ok, d-d-daddy."

Filthy Rich's face softened, and he wrapped a hoof around the disheartened filly.

"Now Diamond Tiara, you know I still love you. I just wish you could make more of an effort to be nicer to other ponies."

"I know, I j-just…"

Filthy Rich tightened his embrace around his daughter.

"Tell you what, if you can behave yourself for the rest of the week, and if you do well in school, then I'll take you with me when I go to check on Barnyard Bargains' Manehatten store this weekend. Deal?"

"Deal."

Diamond Tiara wiped away her tears, and returned her father's hug. "I love you daddy; and don't worry, I promise I'll do better."

"I know you will, my little diamond," Filthy Rich chuckled. "And I love you too. Now I have to get to work, but I'll be around at four o'clock to pick you up after your detention."

Filthy Rich got up and started walking down the lane, only stopping so that he could look back and wave goodbye to his daughter.

When her father was finally out of sight, Diamond Tiara trotted over to Shining Armor, who was still swinging, trying to pretend like he hadn't been listening in on their conversation.

"I bet you're feeling pretty happy with yourself," she spat, "you get to waltz on home after school, and go on little adventures with your blank flank friends, while I sit alone in an empty classroom for an hour and a half of detention."

"Well, you _do_ deserve it," Sweetie Belle said, as she stopped swinging.

"Deserve it? What I did to her wasn't nearly as bad as what she did to me."

"But you're the one who started it," Apple Bloom piped in.

"Yeah," Scootaloo added, as she trotted over from parking her scooter to join the conversation, "if you hadn't been such a bully to Gleaming Shield in the first place, then none of this would have happened."

Diamond Tiara's face went from pink to a deep red. She was just about to open her mouth to argue back, but she quickly held her tongue, and took a slow breath to calm herself.

"I don't have time for this foalishness," she said, turning to walk away.

"Diamond Tiara, wait," Shining Armor called, as he jumped from the swing, and ran after the angry filly. "I just wanted to say-"

"You don't have to say anything," Diamond Tiara said without turning around. "In fact, I would prefer it if you just stayed away from me from now on."

"But I-"

"No. Just shut up, and leave me alone." She took another calming breath. "Now if you don't mind, I'm going to go inside, and wait for Silver Spoon to get here."

Shining Armor watched Diamond Tiara as she stomped away into the schoolhouse.

"What was that all about, Gleaming Shield," Scootaloo asked when she, Apple Bloom, and Sweetie Belle caught up.

Shining Armor didn't say anything, he just continued staring, dumbstruck, at the empty doorway.

"I just wanted to say I'm sorry," he muttered to himself.

When he had stepped out of what would have been the first detention of his life, all Shining Armor could think about was how happy he was to be free, he hadn't really thought about what would happen to Diamond Tiara. After what he had just witnessed, Shining Armor was beginning to feel a pang of guilt in the pit of his stomach. Sure Diamond Tiara was a bully, and had picked the fight with him, but he had retaliated, even if he hadn't meant to. _I really need to apologize to her,_ Shining Armor thought. _Even if she won't accept it, I have to let Diamond Tiara know that I'm sorry about using magic on her._

The sudden feeling of a tiny hoof on his shoulder brought Shining Armor out of his thoughts.

"You sure you're alright there, Gleamin' Shield?" Apple Bloom asked, an obvious look of concern written all over her face.

Before Shining Armor could answer, he was whipped in the face by something, long, soft, and silver. He looked up to see what it was that hit him, and saw Silver Spoon glaring at him through her blue-framed glasses, as she went to join her friend in the classroom.

"I don't know, Apple Bloom," Shining Armor said, "I guess I'll have to see what today has in store for me."

…

_Riiiing._

"Alright class, that's all for today," Cheerilee said when the final bell rang. "Now go on and have a wonderful afternoon, and don't forget, your Crystal Empire homework is due tomorrow."

Shining Armor stretched as he climbed out of his seat and went with the Crusaders as they grabbed their saddlebags from their cubbies in the back of the room.

"Are you sure you want to do this, Gleamin' Shield?" Apple Bloom asked, as she tightened the strap of her bag.

"I have to," he said. "Don't get me wrong, I think Diamond Tiara deserves the punishment she got, I just feel she should know that I'm sorry about what I did yesterday."

During recess, Shining Armor had tried multiple times to just walk up to Diamond Tiara to apologize to her, but every time he got close to her, she would turn her nose to the air, and walk off with a loud 'humph.' That didn't discourage Shining Armor, though; after talking things over with the Cutie Mark Crusaders (who were perplexed by the idea that Shining Armor wanted to apologize to Diamond Tiara), he had come to the conclusion that the only way he could get the ill-mannered filly to listen to what he had to say would be to stay after school, and talk to her in detention, when she couldn't run away from him.

"Well, good luck," Sweetie Belle said, as the trio made for the front door. "Just don't be surprised if she completely ignores you."

"We'll wait for you outside, so don't take too long," Scootaloo said.

With a wave goodbye, the Cutie Mark Crusaders disappeared in the throng of students heading outside.

Shining Armor looked around; by now the rest of the students had filtered out through the front door, leaving himself, Cheerilee, and Diamond Tiara alone in the classroom. _This is it_, Shining Armor thought, as he took a deep breath, and approached the teacher's desk.

"Excuse me, Miss Cheerilee," he said, just loud enough so only she could hear him.

"Oh, hello Gleaming Shield," Cheerilee said with a bright smile, "was there something you needed me for?"

"Not exactly." Shining Armor looked around the desk to Diamond Tiara, who had her face hidden behind a copy of _The Crystal Empire: Secrets of the Long Lost Civilization_. "I was kind of hoping I could talk to Diamond Tiara."

The smile faded from Cheerilee's face.

"I'm not sure that's a good idea, Gleaming Shield; after what happened yesterday, I think it might be best if the two of you gave each other some space."

Shining Armor nodded.

"I completely agree with you, Miss Cheerilee," he said, "I was just feeling bad about yesterday, and I wanted to apologize to her."

Cheerilee stared at Shining Armor, completely taken aback.

"Oh. Well if that's the case, then I don't see any harm in you two talking." Cheerilee got up from her seat and walked around her desk to wear Diamond Tiara was sitting. "Diamond Tiara, could you look up from your book for a moment? Gleaming Shield has something that she wants to say to you."

"Tell her to go away," Diamond Tiara said from behind her book.

"Diamond Tiara, where are your manners?"

The little filly closed her book, and set it down, and stared at Shining Armor with a look of pure indifference.

"Well?"

"Diamond Tiara," Shining Armor began, "I just wanted to tell you that I'm sorry for levitating you yesterday. My magic is very...unpredictable right now. I know that doesn't excuse my actions, but I hope you can forgive me."

Diamond Tiara just continued to stare silently down at Shining Armor from her seat.

"Well Diamond Tiara," Cheerilee said, giving the little filly an encouraging smile, "isn't there something you'd like to say to Gleaming Shield."

At first Shining Armor was sure Diamond Tiara was just going to snub him like she had that morning, but she didn't.

"Fine," she said, rather dully, "apology accepted."

Shining Armor was speechless; Diamond Tiara had just done the last thing he had expected her to do.

"Isn't there something _else_ you would like to say to Gleaming Shield," Cheerilee asked.

Diamond Tiara looked from her teacher to Shining Armor, and forced herself to smile.

"I'm...sorry," she said, the words staggering as they came out.

An awkward silence fell on the room as Shining Armor let the filly's words sink in. He knew Diamond Tiara didn't mean what she said; the smile, the apology, they were all for Cheerilee's benefit. Still, Shining Armor knew he would never get any sincerity from her, and decided not to push the matter.

"Thank you, Diamond Tiara," he said, bowing his head as a sign of gratitude.

Cheerilee smiled.

"I'm very proud of you two," she said," now that you've both taken responsibility for your actions yesterday, I hope you can put it behind you and try to act more civil towards one another for the rest of Gleaming Shield's visit."

Both ponies nodded their agreement.

"Good. Now why don't you run along now and join the others, Gleaming Shield; I'm sure they're waiting for you. As for you, Diamond Tiara, I expect you to use your time to work on your Crystal Empire home work. If you finish it before the end of your detention, then I shall let you go early. Alright?"

"Yes ma'am," Diamond Tiara said, as she reopened her book and got back to her homework.

Shining Armor looked back at the little pink filly, as he walked towards the door, and for a split second their eyes met. In that brief moment, Shining Armor could have sworn he saw something hidden there; it wasn't kindness, but a sort of look that he hadn't seen in the short time that they had known each other, almost like she was secretly accepting his apology with sincerity. Hoping to see that he wasn't mistaken, Shining Armor turned around again, but Diamond Tiara had shielded her face behind her book. _Huh, maybe I was wrong,_ Shining Armor thought, as he turned, and trotted out the front door.

…

Out in the open air, with Celestina's warm sun beating down, Shining Armor found that he was feeling as if a tiny weight had been lifted from his shoulders. He knew it was stupid, but moral victories always had that effect on him. Even the little ones, which most ponies would consider trivial were enough to put him in a good mood, especially when he was feeling upset about something. _There, now that I've got that behind me I can go back to enjoying my time in Ponyville without any major distractions_, he thought, as he rounded the corner to find the Cutie Mark Crusaders waiting by the scooter which was parked over by the swing set.

Scootaloo was the first to notice Shining Armor as he approached.

"Oh hey Gleaming Shield," she said, "how'd it g-g-g..." Scootaloo's muzzle suddenly scrunched up, and before Shining Armor knew what was going on, she burst out in a fit of giggles, which quickly spread to Apple Bloom, and Sweetie Belle.

"What's so funny," Shining Armor asked, cocking his head in confusion.

"It's nothin'," Apple Bloom said, "it's just that-"

"-your coltfriend came looking for you." Sweetie Belle playfully nudged Shining Armor in the side, before the trio broke out in another chorus of girly giggles.

_Coltfriend? What are they... Wait they don't mean... They can't mean..._Shining Armor's white coat turned a bright shade of pink as he felt his happiness slip away with a small shred of his already dwindling dignity.

"Snails...came looking for me?" he asked, his voice coming out as a hoarse whisper.

Apple Bloom nodded.

"He wanted to make sure you hadn't forgotten about your date on Thursday."

"At least we think that's what he was talking about," Sweetie Belle said. "He was talking pretty quietly, and he stuttered a lot, but we were able to make your name out, and the words 'Sugarcube Corner,' and 'Thursday.'"

"It wasn't hard for us to figure out that he was asking' you out on a date," Apple Bloom concluded.

Shining Armor shook his head, and sighed. _So I did hear him right,_ he thought, _great now I get to deal with this._

"Look," he said, "Snails is not my coltfr-"

"Yoo-hoo, Sweetie Belle."

The four ponies looked up when they heard the call, and found a familiar white unicorn mare, with a flowing purple mane and tail trotting up to them.

"Rarity," Sweetie Belle exclaimed, as she ran up to her sister and gave her a great big hug. "What are you doing here? You usually only pick me up from school on Fridays."

"Oh I know dear, but I was hoping you and your friends would be willing to help me with the order I'm working on."

Sweetie Belle's eyes lit up like stars.

"Really? What do you want us to do? Do you need us to sew, or cut out fabric, or maybe help you attach the gemstones to the dresses?"

Rarity gave her sister a polite smile.

"Oh nonononono, nothing like that, although I do admire your enthusiasm, Sweetie Belle. No, the dresses are done for the most part, I just need four ponies to model them for me for final approval. Since you told me about the new filly who had joined your little group, I figured I'd ask you four to-"

"We'll do it!"

"Wait, what?" Shining Armor asked. "Sweetie Belle, I don't wanna -"

Before Shining Armor could protest, Sweetie Belle shoved a forehoof in his mouth.

"We'd love to model for you." She gave her sister a bright smile, before turning to Shining Armor and whispering, "Rarity never asks me to help her with her work; please just go along with it."

Shining Armor looked from Sweetie Belle, then to Apple Bloom and Scootaloo, and sighed when he realized that there was no point in fighting it.

"There's no way I'm getting out of this, is there?"

"Nope." Sweetie Belle smiled sweetly, as she grabbed hold of each of her friends, and threw them into their places on the scooter.

"Come on girls, we've got a fashion show to put on."

…

Whatever dignity Shining Armor had had left after the Crusaders had referred to Snails as his 'coltfriend' had been completely stripped away as he stood there, completely made over from head to hoof:

_As soon as they had walked through the doors of Carousel Boutique, the Crusaders were hurried in front of a small mirror while Rarity fit them into their dresses, each one covered in various sequins and ribbons, then did their manes and tails, and applied more makeup than Shining Armor had ever hoped to have on his face. Shining Armor insisted that the makeup wasn't necessary, since Rarity just needed to see how the dress looked, but the fashionista pony just laughed like he had just told her the funniest joke in all of Equestria._

_"Oh darling don't be ridiculous," she had said, "these dresses are for the daughters of an elite business pony from Manehatten. Why, if you four aren't made up to look the part, then how would I know if they have just the right look for such important fillies?" _

_Shining Armor couldn't come up with a good enough counter argument, so he just rolled his eyes, and begrudgingly sat in silence while Rarity applied blush to his already flushed cheeks. To make matters worse, when Rarity was finished, she complimented him on his "wonderful bone structure," and told him that he would become a very lovely mare when he grew up._

When Rarity was finished dressing, and making up the Crusaders, she cast a spell, and a runway began to rise out of the floor in the center of the room. At the same time, a closet door opened somewhere behind them, and a set of deep blue, velvet curtains floated out, and attached themselves near the back of the runway, leaving just enough room for a few ponies to wait behind.

"Alright, now I want you four to go up there wait behind that curtain," Rarity instructed. "Spike should be back shortly with our special guests."

Shining Armor had felt his heart sink.

"Special guests," he had asked. "You mean other ponies are going to see us?"

Again, Rarity laughed at Shining Armor.

"Of course; I need other ponies' opinions on these dresses before I can send them out."

_This just keeps getting better and better, Shining Armor thought,_ as he followed Rarity up to the platform behind the runway.

While they waited, Apple Bloom, Scootaloo, and Sweetie Belle decided to take advantage of the free time to work on their Crystal Empire homework (which had been left untouched since the day before). Since Shining Armor had already finished his during his detention, he agreed to help the Crusaders with theirs, which the fillies greatly accepted.

As the minutes passed, Shining Armor became increasingly thankful that he had been given something to distract him from his light blue dress. Unfortunately that feeling of relief didn't last long; just as the Crusaders were finishing up the fourth question on their homework assignment, the doors to the boutique opened. Shining Armor couldn't see anypony through the thick curtain, but he could hear the distinct sound of hooves, the flutter of wings, and the chitchat of ponies as they began taking their places around the runway. Suddenly he remembered why he was there, and that whoever was on the other side of that curtain was going to see him wearing a dress. _I mean, I know they'll only see a filly in a dress, he thought, but… I… I can't…_

"I can't do this," he said out loud. "Sweetie Belle, help me out of this thing."

"Wha- Hey, what are you doing?" Sweetie Belle asked, when she saw that Shining Armor was frantically trying to pull his dress off.

"I'm getting out of here; there's no way I'm letting anypony see me dressed like this."

Sweetie Belle placed her forehooves on Shining Armor's shoulders and gave him a gentle shake to calm him down.

"But you said you'd do this for me."

"I thought we were doing this for _Rarity,_ not you," Scootaloo mocked.

Sweetie Belle shot Scootaloo an annoyed glance.

"But I… I…" Shining Armor stuttered.

"Hey it's alright if you're nervous," Apple Bloom said. "Just remember that we're here with you."

"That's right," Scootaloo said, "we've always got your back."

Before Shining Armor knew it, three little fillies had their forelegs around his neck in a tight embrace.

"Are you girls ready," came a voice from behind them.

The four little ponies looked up from their group hug, and saw Rarity trotting up to them, followed closely by a small purple and green dragon.

"Are you kidding," Sweetie Belle said, letting go of her friends, to go over to her sister, "I was born readddwhoaaaa-" As Sweetie Belle approached her sister, one of her hind legs caught on the end of her dress, causing her to trip. Luckily Rarity was fast enough with her magic to catch her sister before the little filly hit the floor.

"Be careful, Sweetie Belle," she scolded, "I can't have you ruining those dresses before they're finished. Why, the tiniest tear could mean that I would have to redo the entire dress."

"Would not."

"Would so."

"Would not!"

"Would so!"

There was a low growling sound as the two sisters stared daggers at each other.

Spike, sensing the growing tension between the two sisters, quickly jumped between them.

"So, uh, hey, who is this anyway?" Spike said, changing the topic, and pointing a claw at Shining Armor.

Rarity and Sweetie Belle quit their bickering and turned to where Spike was pointing.

"Oh, that's Gleaming Shield," Sweetie Belle said, "she's Twilight's little cousin visiting from Canterlot."

Spike gave Sweetie Belle a questioning look.

"Oh. Really? But I thought Shining Armor was visiting this week."

"He, uh, was," Shining Armor said, "but he was, um, called away to Canterlot on urgent business the day after he got here."

Spike cocked his head.

"But I just talked to Twilight yesterday, and she said that he was out exploring Ponyville."

"Oh, uh…she did? Well she has been awake for the past three days studying; maybe she just got confused."

There was a brief moment of silence while Spike mulled over this new information.

"I guess that makes sense," he finally said. "I keep telling her not to over do it, but she never listens to me. Especially when she's working on something important."

Rarity looked up at the clock and gasped when she saw the time.

"Alright, places everypony," she said in a hurried voice. "Sweetie Belle, since I know you're the most eager to get out there, and since I know I won't hear the end of it if I don't, I'm allowing you to go first, followed by Apple Bloom, Scootaloo, and Gleaming Shield. Once the show starts, and Sweetie Belle has taken the runway, I want the rest of you to follow ten seconds after the pony in front of you. Once you are at the front, you will turn to the left, pose, turn to the right, pose again, and then walk right back here. Remember timing is everything.

"Now if there aren't any questions, I must take my leave. Come along Spiky".

Rarity took a deep breath, and without another word, turned, and walked back down the stairs, Spike following closely at her tail.

Moments later, the lights went out, and a loud, fast paced pop song started playing over the speakers.

"Fillies and, uh, fillies" boomed Spike's voice from the other side of the curtain, "on behalf of the wonderfully talented, and beautiful Rarity, I would like to thank you for joining us this afternoon for our impromptu fashion show."

"Quick, line up girls," Sweetie Belle said, trying to get her friends into their places in almost total darkness, before taking her own spot in the front.

"Alright, here it is. The moment you've all been waiting for," came Spike's amplified voice again. "Now, it is our honor to present to you, the Cutie Mark Crusaders!"

Shining Armor heard Sweetie Belle giggle with delight as the curtains parted, and a spotlight flashed on, following the little filly as she strode down the runway.

_Yup this is going to be soooo much fun,_ Shining Armor thought gloomily, as Apple Bloom got ready to follow after her friend.

"Hey, it'll be ok," Scootaloo said, as she walked up to the opening in the curtain, "just remember that we're in this together. Plus it doesn't look like there are that many ponies out there."

Not gonna make me feel better, but thanks Scootaloo, he thought as Sweetie Belle returned, and Scootaloo walked onto the runway.

Shining Armor walked up to the edge of the curtain, and peered out to see what he was up against. As it turned out, there weren't that many ponies out there. In fact he only counted four black shapes in the darkness. _Four. Ok, that's not so bad. I just need to walk out there, and walk back, and only four ponies will see me. I think I can live with that; I mean it's not like it's anypony I kn-_

"Gleaming Shield, you missed your cue," Sweetie Belle said in a panicked whisper, shaking Shining Armor from his thoughts.

Shining Armor looked up, and saw that Scootaloo had already reached the end of the runway, and Apple Bloom was almost all the way back. Alright, let's do this. With a determined look, he took a deep breath, and stepped into the spotlight.

The moment Shining Armor stepped onto the runway, he knew that it had been a big mistake. A loud series of snorts and giggles echoed from somewhere in the room, causing Shining Armor to falter as he continued down the catwalk. He looked out into the darkness, but he couldn't make any pony out; all he could see was the vague outlines of four ponies sitting not to far away from where he was walking. Yet there was no mistaking that laugh; it was Pinkie Pie.

_Wait a minute,_ he thought, as he struggled to walk down the runway, almost bumping into Scootaloo, _special guests? Pinkie Pie? Uh oh._ Shining Armor quickly scanned the four ponies that were seated around the runway again. Sure enough, Pinkie Pie's distinctly curly mane could just be made out in the darkness. _Ok, so that one's Pinkie, and one of them is Rarity. Please tell me that the other two aren't who I think they are; I'm already starting to feel a bit emasculated here._ But he kept on walking until there was nowhere else to walk. _Just do a little pose, and then walk back; do a look little pose and then walk back; do a little pose and then..._

Shining Armor's retreat was more of a gallop than a walk, as he tried to get away from the spotlight, and Pinkie's uncontrollable laughter, which echoed throughout the entire room.

"Great, that's done," he said, when he was finally safe behind the curtain, "now somepony get me outta this thing."

Sweetie Belle giggled, as she ran over and undid the zipper on the back of Shining Armor's dress. The moment the little metal tab reached its end, Shining Armor sprung out of the garment, and smiled, as he slumped on the floor, happy to finally be free.

"Get mine next," Scootaloo said, standing next to the two ponies so they could help her out. Despite the fact that Shining Armor had felt completely ridiculous in his dress, he couldn't help but feel sorry for Scootaloo; not only was her's the only one that needed to be laced up in the back, it didn't have any holes for her wings to poke through, so the whole time she was dressed, she had to endure the uncomfortable feeling of having her little appendages being tightly bound to her body. Shining Armor had to give the little filly credit though, since she never once showed just how unpleasant it was.

When the tedious task of unlacing Scootaloo's dress was finished, she stepped out, and sighed happily, as she stretched her wings, and gave them a few little flaps before folding them in again. "That's so much better."

"Quick, do mine, do mine," Sweetie Belle said. Shining Armor returned the favor, and helped Sweetie Belle, who quickly slipped out of her dress, and checked her flank.

"Still blank" she sighed. "I guess my talent isn't in being a world famous fashion model."

A few minutes later, once the Crusaders had finished changing out of their dresses, the music stopped, and the lights came back on.

"You four were absolutely wonderful," Rarity said, as she returned to the stage behind the curtain, followed (to Shining Armor's dismay) by Pinkie Pie, Fluttershy, Rainbow Dash, and Spike.

"You looked wonderful," Fluttershy said, giving the Crusaders a warm smile, "just like four little princesses."

"Except for Gleaming Shield," Pinkie Pie said, barely able to contain her giggles. "She looked - heehee - more like - haha - a queen."

Shining Armor just rolled his eyes, as Pinkie fell on the floor, laughing.

"For the life of me, I can't figure out why she keeps doing tha… WHAT DID YOU DO!" Rarity gasped, as she stared at her beautiful dresses, lying in four little heaps on the floor. "Sweetie Belle, how could you just leave those dresses on the floor like that? I thought I taught you to hang your clothes up neatly." Rarity quickly picked up all four little dresses, carefully put each one on a hook, and then levitated them over to nearby coat rack where she hung them up.

Sweetie Belle frowned.

"We could have done that ourselves if you had just given us a couple of minutes."

Rarity stared at her sister like she was going to be angry with her again, but instead took a deep breath, and smiled.

"You're right, Sweetie Belle. I'm sorry. It's just that I didn't notice anything that really has to be fixed, and I need these dresses to be in perfect shape so I can ship them out first thing in the morning."

Sweetie Belle returned her sister's smile, and gave her a great big hug.

"So you got everything you needed, huh," Rainbow Dash said, breaking up the sisters' heartfelt moment, "does that mean I can go now?"

Rarity looked up at her friend, who was hovering lazily in place with a bored look on her face.

"I suppose so," she said, "I just needed the three of you here for your opinions, and judging from everypony's reactions they're perfect. Although it is hard to tell what Pinkie Pie thinks through all of her laughter."

"I - heeheehee - love them."

"Alright then, we're out of here," Rainbow Dash said, scooping up the still giggling Pinkie Pie in her hooves, and carrying her out of the boutique.

"I should be going too," Fluttershy said, "it's getting late, and I have to start making dinner for my animal friends."

Fluttershy congratulated each of the little ponies again on a job well done, then followed her friends out the door.

"I suppose you four should be on your way as well," Rarity said, as she led the Crusaders down from the runway, and started putting the staging away.

Shining Armor looked out the window at the setting sun.

"I'm sure Twilight will begin to worry if I'm not home soon," he said.

"Awww, do you have to go?" Sweetie Belle asked.

"Yeah," Apple Bloom said, "Ah thought you were gonna finish helpin' us with our homework."

"But I…" Shining Armor's words trailed off as three little faces stared at him with big puppydog eyes. "But-"

"Please, Gleaming Shield," Scootaloo pleaded, "we'll never be able to figure this all out on our own."

"Fine," he said, finally giving in, "but let's go to Twilight's; it'll probably be a lot easier to study there."

The three Crusaders cheered, as they ran to the corner where they kept their bags, repacked their homework sheets, and chased Shining Armor out the door.

"Thank you for letting us help you, Rarity," Sweetie Bell called back to her sister.

Rarity just smiled and waved.

"I guess I'll be going home too," Shining Armor heard Spike say.

"Oh no you don't," Rarity said, "I still need you to help me with a few minor things before…" Rarity's voice trailed off as the door to the boutique shut behind the Crusaders.

"Alright," Scootaloo said, when everypony was loaded up in the wagon, "I can't believe I'm saying this, but let's hurry and get to the library." And they were off, hurtling down the street in the direction of Golden Oak Library.

…

Shining Armor opened the door to his temporary residence, and walked right in, followed closely by the Apple Bloom, Sweetie Belle, and Scootaloo. To his surprise, the front room of the library was completely empty; ever since his unfortunate accident, Twilight had been there, sitting at the table with her face inches away from a book. Maybe she went out, Shining Armor thought, as he led the Crusaders through the library.

"Twilight," he called. "Twilight are you here?"

There was the sudden sound of breaking glass, followed by the scrambling of hooves that came from upstairs. Within seconds, Twilight had descended the stairs, a look of surprise, mixed with utter terror plastered on her face.

"What are you doing here?" She asked, trying to sound as calm as possible, not wanting to seem too panicked in front of the fillies.

"I'm staying here, remember?"

"Yes, I know that, but don't you have, you know, crusading to do?"

"Well we were helping my sister with her work," Sweetie Belle said, "but it was getting late, and we still had homework to do, so Gleaming Shield said we could come here so she could help us finish it."

"I hope that's alright, Twily. Twily? Hey, what's going on?"

Twilight began shuffling her hooves nervously.

"Oh, it's nothing, just-"

She stopped when the distinct sound of hooves began making their way towards the stairs.

"Twilight, is there somepony else here?" Shining Armor asked.

She gulped, and nodded.

"Who was up there wi-"

"Who's at the door, Twilight?" A voice called down.

Shining Armor felt a sudden tightening in his stomach. He recognized that voice.

Twilight gave Shining Armor a look that said "Please don't be mad," but her big brother was too busy worrying about the clopping of hooves that were now slowly making their way down the stairs.

"Oh hello there," Twilight's guest said, when she saw that they had visitors.

The Crusaders all stared, wide-eyed, and slack-jawed, surprised at who was standing before them. All the Crusaders except for Shining Armor, whose hind legs buckled, sending him into a sitting position, as he found himself face to face with Princess Cadence.


End file.
